Chaos Keys
by Antares700
Summary: Sonic is now forced to fight something he can't destroy, with something he doesn't undersand, against foes he can't hate. Sonic/Kingdom Hearts crossover.
1. Chapter 1

Chaos Keys

**Chaos Keys.**

Tails went over the notes one final time. There were no mistakes; this was definitely what Gerald had been talking about. All the readings matched. He pulled the report out of his lab coat, running over it quickly.

"You sure this is going to work Tails?" Ienzo asked. Ienzo was Tails lab assistant, a lean raven with greasy silvery-purple feathers. Like Tails he was wearing a long lab coat and he had a pair of glasses low on his beak. His sharp blue eyes were full of both excitement and uncertainty. The yellow fox looked up at him.

"Positive. It has to work!" the two of them were in a control room overlooking a large spacious experiment chamber. "All the calculations add up, this is exactly what Gerald was talking about." Ienzo was unsure.

"Gerald seemed worried in his report, like he didn't like this. This could be too dangerous for us to try. Shouldn't we at least ask for Ansem's opinion?" Tails looked hard at his companion. He didn't need him putting more doubts in his head.

"This could be the greatest discovery in Science since Einstein! This is our chance to strike at fame. If we tell Ansem, or Xehenort, they'll claim the success for themselves," Tails watched as the longing to prove himself overcame Ienzo's fears. "Every great mind has to take risks to achieve greatness. Are you going to let this stop us?"

"Not a chance!" Ienzo grinned.

"Then let's get us started!" Tails walked down into the chamber. He knew Ienzo had volunteered to help him to try and do something worthy of praise. He didn't like what he'd done, but he needed this experiment to do what he needed. The possible power could, would be enough to restart the machine. And then he could…

Tails stepped into the experimentation room. It was one of the largest in the complex, built specifically by the government for high risk research, like this. In the centre of the room was an odd machine. It looked like a cross between a drill, a laser and an energy collector. A futuristic drill bit with a giant tank on top of it. Tails had built it himself especially for this. He put on a pair of gloves and goggles and a set of readings came up in front of him.

"Ready Tails?" Ienzo called through the intercom. Tails thought back to why he was doing this. It was 6 months after the Soleanna incident, a year after the final battle with the Meterex. Tails shuddered at the thought of that last, horrifying moment. The energy beam, the tree, Cosmo.

"If you ever need me," she'd told him. "Just look to your memories."

"Sorry Cosmo," he murmured. "But memories aren't enough."

"What was that?" Ienzo called.

"Nothing. Fire her up." There was a distinctive click as the machine turned on. The drill bit began to spin and a light built at the end of it. "Enhance the beam to maximum."

"Got ya." Ienzo pushed a lever and the light built until it was nearly blinding.

"Get ready to link with the core," Tails advised.

"Tails I know how to do my job," Ienzo muttered. The stress was getting to both of them. The machine changed position slightly. A green light flashed on Tails' display. "Collector is positioned to join with the heart. Permission to proceed."

"Permission granted. Fire!" The collection of light at the end of the machine shot through the ground, but didn't disintegrate it. Then the ground shook slightly.

"Connection is complete. Ready to begin drawing power from the heart." Tails smiled. The most powerful energy source in the Earth was now at his command.

"Begin drawing," the drill began to spin in the opposite direction and the tunnel of light began going back inside the machine, but now a column of what looked like rainbow plasma followed it. The substance glowed with an unnatural light, but Tails knew that there was probably nothing more natural in existence.

"It's working!" Ienzo exclaimed delightedly. "The essence of the Earth itself!"

"The heart of the world," Tails said quietly. "And we are controlling it!" He looked over his display. "Storage capacity is at 20 filling." He watched as the bar began to rise. "30, 40, 50, this is incredible! This power is beyond anything we've ever seen before!

"We did it Tails! We've found the ultimate power source." Tails allowed a grin to fill his features. Now he could finally do it, he could activate the… Then a siren sounded and the displays flashed red. A mechanical voice sounded.

"Warning! Contamination! Please clear from the vicinity."

"Ienzo, what's going on?!" There was a rapid clicking of keys from the control room.

"Something's contaminated the energy!" Ienzo told him. "The tank was clean before we started so it must be the energy itself."

"Activate the containment field!" more keys clicked. A cylinder of crystal light surrounded the machine and the alarm stopped. But then the crystal shattered inwards and the sirens sounded louder. "Damn it!"

"I'm shutting off energy intake. It could be destructive, get out of there Tails!"

"No!" Tails yelled into his mike. "I can fix this! We need this. I need this!" He was desperate. This was the last throw of the dice for him, he couldn't lose now.

"Tails, it's not worth your life. Leave it!" Tails gave an animal snarl into his mike. Ienzo couldn't understand why he needed this. But he had one last trick. From inside his coat he pulled a gem. It was the size of his fist, bright yellow, clean cut and perfect. A chaos emerald.

"Chaos control!" he yelled. The crystal glowed bright and time seemed to slow. He'd been taking lessons from Shadow in controlling the chaos stream using the gem. Directing with his hand, he formed a bubble of energy around the machine. The he allowed his concentration to slip and time returned to normal. He looked up. The bubble was there, holding in the power. Touching his display, Tails called an order. "Continue taking in energy." The machine began again, spinning even faster.

"What are you doing?!" Tails spun. Ienzo had run into the chamber, and was staring with undisguised horror at the still working machine.

"Ienzo, this is going to work. You have to trust me!" The machine began to groan.

"I…" Ienzo as cut off by an ear-splitting screech. The bubble of chaos energy was breaking.

"Hit the deck!" the fox yelled. Not a moment too soon. As both scientists dived down the bubble gave way, allowing the pent up energy to be released with tremendous force. The shockwave made the wall buckle and sent both fox and bird flying.

Tails was the first to recover. He tried to get up, but grunted in pain. He'd been sent into the wall hard and had probably cracked a few ribs. He looked over at his beloved machine. The drill bit had shattered and the fuel tank had ruptured, allowing its precious cargo to leak out over the floor. Tails heart dropped. His dream was in ruins. Then he remembered his partner. A quick glance around showed him Ienzo's crumpled form at the far wall. He wasn't moving.

"On no," Tails whispered. He sprinted over to the lab assistant. There were multiple red marks along his hands and arms and a shard of metal had scratched across his right eye, shattering his glasses. One of his wings was cracked at an unnatural angle. Tails checked the pulse at his wrist. Nothing. "Come on," Tails begged. "Don't die on me!" He felt his neck. There was a faint beat. Then Ienzo's eyes fluttered open. "Oh thank God!" Tails cried. He embraced his friend, ignoring the pain of his ribs.

"Ow," Ienzo muttered.

"Never do that again!" Tails whimpered. Ienzo smiled warmly. Then he saw something over near the remains of the collector.

"What the hell?!" he said weakly. Tails let go of him and looked over. A pool of darkness was gathering up from the energy that had been spilled. It twisted and turned, like a beast in pain.

"What is that?!" The thing turned at the sound, then began moving towards them. Ienzo tried to get to his feet, but yelled in pain and fell back down. The darkness came closer. It moved like a flying snake, slithering through the air. Tails tried to pull Ienzo, but he was too heavy.

"Leave me Tails," he said weakly. "Save yourself."

"No way!" Tails pulled out the yellow emerald again. "Chaos Spark!" Bright light flew from his fingertips, striking the anomaly square at its centre. It recoiled momentarily, and then a tendon of energy flew from its body towards the attacker.

"Move!" Ienzo yelled. Using his last strength, he pushed himself off the floor and crash tackled Tails from where he stood. But Ienzo wasn't quite fast enough. The darkness pierced his side, straight through his spine and heart.

"No!" Tails yelled despairingly. He watched as his friend's body snapped straight, the pupils dilated and enlarged uncontrollably. Then it went limp. Tails caught him as he fell. "No," he said, tears flowing down his cheeks. "NO!" He'd completely forgotten about the danger of the darkness.

"T...Tails?" came a voice. Tails looked around, but no one was there. Even the dark monster had disappeared. "Tails," it called again. Then Tails realized.

"Ienzo?!" he held up the raven's body. The head was limp, but the lips were moving.

"I…I'm sorry Tails." Then Ienzo's head snapped up and his eyes opened. They were completely black, except for dots of florescent yellow where the pupils should be. Tails froze in horror. It was the last conscious thing he'd do for a long time. Raising his hand effortlessly, Radar sent his hand, now sharpened to a point, deep into the two tailed fox's chest cavity, skewering the heart. Tails caught in his throat and pain went through his entire body. Darkness crept over his vision. The last thing he saw was the new symbol through Ienzo's ripped coat. It was a black heart cut into quarters by red slashes.

"Cosmo," he whispered. "I've failed you." Then the darkness took him.


	2. Chapter 2

Station square is famous for three things: 1 it is the birthplace of some of the world's most ingenious invention

Station square is famous for three things: 1 it is the birthplace of some of the world's most ingenious invention.

2: It has both the world's lowest and highest crime rate.

3: It has the world's most famous hero.

At this time, this hero was standing on a hill overlooking the city. His long blue quills swayed in the light wind as he stared over his domain. The jacket that he had recently decided to wear was swaying as well, but held in place by the two spikes protruding from his back. His shoes shone a bright red with one white stripe down each. Sonic the Hedgehog, fastest thing on Earth.

Sonic was thinking. Why? Because there was nothing else to do. Dr Eggman, the notorious evil genius who was possibly the only real criminal to threaten Station Square, hadn't made some crackpot invention to attack them for a good two weeks, and no other ancient evil, like Solaris or Chaos, had decided to show their ugly mugs either. In fact, the only thing of even mild interest was that Silver and Blaze were visiting.

The pyro and the psychic were both from the future: Silver is a silver hedgehog with aqua tattoo on his hands and the power to control objects with his mind, Blaze is a purple cat with the power to create and control fire. They are both polar opposites of each other, while Silver is naïve and happy Blaze is realistic and slightly cold. But hey, opposites attract right?

It was 6 months since the Soleanna incident, in which them, Sonic and their friends had defeated the Sun God Solaris and erased it from time. So although Blaze gave her life to imprison it, since it became non-existent there was nothing to imprison, and therefore she lived on. But even though it technically never happened, they still remembered it. Tails had been trying to work out why.

Tails. Sonic remembered what he'd been thinking about. All the gang was here: Knuckles, Amy, Shadow, Rouge, Cream and even the Chaotix. Everyone except Tails. Sonic was worried about him. His little friend hadn't been the same for the last year, ever since their defeat of the Meterex, a space legion bent on ridding all animal life from the universe to be replaced with plants. In the last battle, Tails had been forced to shoot his friend, and indeed the person he loved, to save the universe. Traumatic as this was, Sonic had thought Tails had accepted it. But recently Tails had been obsessed with something, something big. When Sonic had last seen him, a week ago, he'd been excited; babbling about how close he was to unlocking the power. Sonic had thought it was a strange choice of words, but Tails had run off before he could find out more. What was he up to? Sonic shrugged, if Tails wanted to tell him, he would. In the meantime, he had some freedom from Eggman for the first time in months, so he was going to enjoy it. As he turned around to leave, he saw something move, like a shadow moving when the wind moves a branch. He looked again, but it was gone. He turned to leave again, and the shadows pounced. Sonic had been expecting this and rolled out of the way.

"What are…?" The attacker struck again, but missed by millimeters. It was an indescribable thing, around half Sonic's size with a big round head and small limbs and antennae. Two bright yellow eyes were the only source of colour as the rest of the body was darkest black. It moved clumsily, but with unnatural speed. Not that it came anywhere near what Sonic could do. "So you want to play do you?" The shadow didn't reply. "Well?" Suddenly something slammed into his back, throwing the blue hero forward. There was a second shadow behind him. As Sonic tried to rise more sprouted from the dark spaces created by the surrounding trees. In seconds he was surrounded. "Tricky little things aren't you," Sonic murmured. He wasn't worried; he'd had worse odds and won. "Let's see how you handle this!" He began to run round in a small circle, and created a whirlwind. The shadows took no notice of the wind and just moved in closer. "What the hell!" One jumped up at him, and he gave it a solid kick. It went flying and hit a tree with a solid thump. Its body exploded in all directions. "Not as tough, are we? Hahaha…shit," the bodies parts began to come together again, forming the strange being again.

The monster came in closer. "Fine, you asked for it!" Sonic pulled something out from inside his jacket. It was blue, as large as his fist and a perfectly cut jewel. Power seemed to radiate from it. A chaos emerald. The shadows backed away from it, as if they were frightened. "So you know what this is," Sonic sneered. "Good. Chaos Control!" The creatures made a sort of hissing sound as an energy wave shot out. Those too close disintegrated and disappeared.

Sonic was surprised. Unlike when he usually used the Chaos emerald, he wasn't going any faster, in fact something was weighing him down. He looked down at his hand. In it was something large, long and incredibly strange. It resembles a giant skeleton key. It had a yellow hand guard like a sword, but the blade seemed to have been replaced with the stem of a key. At the end were the teeth that you'd usually find at the end of a key.

"What is this?!" Sonic wondered. He noticed that the strange creatures were backing away, some even disappearing altogether. One, braver than the rest, charged forward. As it came close, Sonic felt his arm swing of its own accords, slicing through the monster cleanly. The monster, instead of reforming, turned into a glowing heart that floated away. Sonic grinned. "Now we're talking!" He charged the shadowy creatures, swinging the strange weapon vigorously. Any of the creatures that didn't disappear back into darkness were laid to waste by the blade. Soon, Sonic was alone once more. When the threat was gone, the strange item in his hand disappeared, to be replaced by his emerald.

"Something's not right," he muttered to himself. He sprinted off to tell the others.

The other: Knuckles the Echidna, Amy Rose, Cream the Rabbit and Cheese, Shadow the Hedgehog, Rouge the Bat, Vector the Crocodile, Espio the Chameleon, Silver the Hedgehog and Blaze the Cat were all on Station Square's beach. They, like Sonic, had decided that they'd take advantage of Eggman not attacking to have a little fun. Blaze was lying on a beach chair having a nap. She was a cat, and a pyrokinetic, so she wasn't fond of the water that much. Instead, she'd opted to relax in the sun in peace and quiet.

"Blaze!" Sonic suddenly appeared in front of her. He'd just stopped from a supersonic dash.

"Damn it!" the purple cat cursed and covered her eyes. As she'd predicted, a sudden gust threw up all the sand around them. Blaze covered her eyes and mouth, but sand still got all through her fur. She hated it when that happened. "Sonic!"

"What?" Sonic had managed to evade all the flying sand completely.

"How many times do I have to tell you? Don't do that!" Blaze coughed a bit.

"Sorry, but there's something I have to tell everyone," Sonic said quickly.

"Can it wait a bit?" she asked.

"No!" Sonic yelled exasperatedly. "Where are they?" Blaze pointed out to sea. There was a small group of speaks a good 100 meters out. They were splashing and a few had surfboards.

"Oh," Sonic said. He couldn't swim, and he knew that Blaze wouldn't risk the discomfort for what she saw as a pointless venture. "Is there any way to signal them?" Blaze sighed. She wasn't going to get any peace until Sonic got what he wanted. Raising her hand, she conjured a fireball and sent it flying into the sky. It exploded brilliantly into a crimson cloud. The dots out to sea looked up and began to move back to shore. Before long they became recognizable as the forms of Sonic's friends.

"What's the signal for Blaze?" Knuckles asked. "Is Eggman attacking?" Blaze shook her head.

"Speedy's got something to say, and he says it can't wait." Rouge groaned.

"You're telling me that we swam back for nothing more than to hear Sonic talk? I finally got Shadow to actually do something with me!" From behind her Shadow snorted. He was getting rather tired of everyone saying he was no fun.

"This is serious!" Sonic exclaimed.

"I say we listen to Sonic," Amy said. Cream nodded.

"_Thanks Amy,"_ Sonic thought to himself.

"Nothing better to do now," Vector said. "So what so important Sonic?"

"Well, I was up overlooking the town, thinking."

"There's a surprise," Shadow muttered. Silver sniggered. Sonic ignored them and continued his story.

"While I was up there, these things attacked me."

"There's a real surprise. The great Sonic, archenemy of Dr Ivo Eggman, got attacked by something. Whatever will we do?" Silver was gasping for breath between his laughs.

"Shut up Shadow, they weren't Eggman's robots. Eggman wasn't even there!" This actually did take Shadow by surprise.

"Then what were they?"

"They were these dark creatures that came out of the shadows with antennae and yellow eyes. They could move nearly as fast as I could. And I'll tell you the weirdest thing. When I tried to use Chaos Control, the emerald turned into the giant key that defeated them." Sonic looked at his friends. They were all staring at him mouths agape. "Well?"

"Sonic," Knuckles said slowly. "That's stupid!" Sonic mouth dropped. He didn't believe him. "Shadows don't come alive and keys don't appear out of nowhere."

"Unless you're stoned," Shadow added. Silver couldn't help it anymore. He fell over backwards, laughing uncontrollably.

"How the hell would you know, you stupid emo?!" Sonic yelled back. He was furious. "I'm telling you, these things attacked me!"

"Did these things have any symbols on them anywhere?" Espio asked suddenly. All eyes rested on him.

"You're not telling me you believe him Espio?" Vector asked his associate.

"Not yet," Espio replied. He turned back to Sonic. "Think hard. Was there a symbol on their chest?" Sonic concentrated.

"Yeah, I think there was. A black heart with two black slashes over it." Espio cursed.

"This is not good. I have to inform Leon."

"Who's Le…" Blaze was cut off from an explosion from Station Square. Some screams echoed from the city.

"Crap, it's already begun! We have to rescue the townspeople!" Espio sprinted off, followed by the group of confused heroes.

"Rescue them from what?!" Shadow called.

"Heartless!" Without even knowing what they were, the name sent shivers down their spines.

"What the hell are…" he stopped as they reached the central area of the city. The street was in ruins, as were the vendor that lined it. Glass windows had been shattered and the older brick buildings crumbled. In the centre of the crossroads was what can only be described as an entity beyond nature. It was pure darkness, no definite form visible, its limbs flowing like water. The only solid part of it was the head, roughly human with what looked like hair and shining yellow eyes. It couldn't be described as anything that could have been made by nature and the technology that could have created it was beyond human, so it could only be alien. People were running too and fro trying to escape the destruction.

"Is that what you saw before Sonic?" Silver asked.

"Yeah, but they were smaller. Why?"

"He he, sorry."

"We have to get everyone out of here!" Espio yelled at them. A combination of fear and surprise illuminated his eyes.

"You're kidding," Sonic called cockily. "There are ten of us and one of it, for once the odds are with us!" at that moment a figure appeared in front of the monster. He had a full body cloak, complete with hood covering his face. At least the figure looked like a he, it was hard to tell.

"Hello heroes. It seems that you want to interfere with my plans."

"You bet spooky!" Sonic mocked. "Err, who are you and what is your plan by the way?" The figure laughed. The sound was higher than was expected, almost like it was a child's voice.

"You've been spending too much time with Eggman my dear Sonic. No self respecting fool would reveal their plan."

"So you're admitting to being a fool?" Sonic began laughing. Shadow put his head in his hand. But the figure was laughing as well, which made Sonic stopped. The only time a villain ever laughed, there was usually something unpleasant about to happen. Sure enough, the cloaked figure snapped his fingers and the monster behind him leapt forward.

"Move!" someone yelled. They did, diving to either side as the darkness dived where they were a few milliseconds before. Sonic turned back to the dark figure, but he was disappearing into darkness. He turned back to the beast, and joined the fray. Shadow and Sonic both span into homing attacks, but they passed straight through the creature's liquid body. In retaliation, it swung its arms into the hedgehogs and made a very solid impact. With Sonic and Shadow gone, Knuckles decided to try the same tactic, but was smashed away. Blaze and Silver both peppered it with fire and kinetic energy, but this still did nothing. The creature seemed to be resistant to any form of attack and able to change its form at will. Every attack was either avoided or didn't do anything.

"We can't defeat it!" Espio told them again. "We have to save the people!"

"I'm not giving up that easily!" Sonic pulled out his Chaos Emerald again. Shadow and Silver followed suit, revealing the red and white emeralds. They surrounded the beast, which seemed to recognize a danger and tried to escape.

"Chaos Control!"

Light illuminated every corner of the square. The creature screeched in pain as the light seemed to burn its body from existence. But the power kept going beyond what it had ever done before.

"What's happening?!" Silver's confused voice called.

"Thank you heroes," a voice said, the same voice that had come from the cloaked figure before. "That will be all the power I need. Goodbye." Then Sonic blacked out.


	3. Chapter 3

Sonic awoke lying face down in the middle of a cobblestone alley.

"Oh man, I feel like I got hit by one of Eggman's hammer bots!" He brushed off his jacket and jeans and looked around. The surrounding buildings were all the same, stone and thatched roofs. Sonic had been to many places in his life, but he didn't recognize this place at all. It was like some town out of old England, but without the people. In fact, there was absolutely no one to be seen. "What's going on? I thought I was in station square." Of all the buildings in the area, only one had any forms of light coming from it. Sonic decided to ask the owner what was going on.

The door chimed as he entered. A raccoon was standing behind the desk. He was older with dark brown fur. He was wearing blue pants, a white T-shirt, welder's goggles and a scowl. He was chewing a toothpick.

"We're closed, what you want?" the raccoon said gruffly. He had a heavy American accent. Sonic smiled cockily.

"Surprised anyone comes into this dump, grandpa!" The shop actually wasn't that bad; it had a good stock, central heating and even some valuable stuff.

"You here to insult me or do you want something, hotshot?"

"Yeah, can you tell me where I am?" the raccoon laughed openly.

"You know what? You're the third guy to come in here and ask me that. At least the other two had better manners."

"Whatever, just tell me what this town's called."

"This here's Traverse Town, last safe place from the heartless. Ain't no better place on Earth." Sonic began laughing.

"Heartless! What the hell are they supposed to be?" The raccoons scowl deepened.

"Where you been for the last three weeks? These things have been swarming all over the globe! What's your name boy?"

"I'm Sonic, Sonic the Hedgehog!" Sonic said with his trademark grin. The raccoon looked at him skeptically.

"You're the famed protector of Station Square? Somehow I imagined you taller," the raccoon chuckled. "Name's Cid, owner of this dump."

"Well Cid, what's the date?" again Cid gave him a strange look, but checked his watch anyway.

"25th of September." Sonic looked at him in horror.

"25th! But it was the 4th?! That means that I've been knocked out for three weeks!" suddenly he remembered something Cid had said. "You said I was the third person to ask you where I was. What did the other two look like?"

"The first one was a black hedgehog with a leather jacket and lots of chest hair. Red highlights on his quills and red eyes."

"Was he, like, scary?"

"Kinda," Cid mused.

"What about the other guy?" Sonic pushed.

"Another hedgehog. Really albino with these strange glowing tattoos. Nearly mistook him for one of them, 'cept he's the wrong colour. Had these strange clothes as well. Long white cloak, really long pants and these big high tech boots and rings."

_'Shadow and Silver!'_ Sonic thought joyfully. At least he wasn't here alone. "Did you see which way they went?"

"I think they both went towards the bell tower."

"Thanks gramps," Sonic called as he sped out the door. Then he sped back in, nearly breaking the door's bell. "Err, which way the bell tower?" Cid sighed.

"Turn right and then go through the big oak barrier. Can't miss it."

"Thanks," Sonic raced out again. The bell fell off the door.

_Crash!_

"Damn teenagers!"

Sonic was putting every ounce of speed into getting towards the area Cid had directed him to. In seconds he saw a danger sign with barricades marked Bell tower. As he sped past the barrier, he felt his whole body begin to lose speed.

"What the…?" Sonic tripped over an uneven cobblestone and face planted. When he got up, he found himself once again surrounded by the strange shadow beasts. _"Thanks for the warning old man,"_ Sonic cursed Cid in his head. He tried to spin dash, but his body didn't want to do the action. What was going on?! The shadows came closer, moving in an unnatural jerky fashion, like a rubber machine. Sonic jumped and tried to do a homing attack, but once again his hedgehog body refused to obey. "Oh come on, give me a break already!"

He was trapped in a corner, surrounded by the black shapes. His legs weren't giving him the power they usually did and he wasn't able to use any of his usual tricks. As a last resort, he pulled the Chaos emerald from his jeans pocket. "Let's hope this works," he prayed. "Chaos Control!" As it had before, the emerald released a massive energy wave and transformed into the giant key again. Sonic smirked as the things visibly cowered before the blade. "Oh yeah!"

Shadow wasn't having a good day, even by his standards. First he'd been forced against his will to go to the beach. Horrible place, freezing water and burning hot sand. He saw no reason why a sane person would commit himself to spend an entire day under those conditions, but then again, who is truly sane. Once he'd actually started to forget his bad mood, Sonic had pulled them out of the water and insisted that he'd been attacked by living shadows with yellow eyes. Honestly, who would believe that? Of course then they were attacked by the same sort of shadow. Trust Sonic to make the impossible possible. On top to that, the thing was invulnerable to any of his attacks. After the battle had ended, he'd been knocked out and dumped here, in some strange city he didn't recognize. The only good thing had to be that he'd found Silver in the same predicament. They'd met up in the Bell Tower courtyard, but neither of them had any clue what was going on. And then, once again, the shadows had come.

"Any ideas?" Silver whispered. Shadow raised his hand in a fist.

"Chaos Spear!"

Nothing happened. There was no blinding flash of light and no striking flare of chaos energy. Shadow stared at his hand in shock. Never in his entire existence had he not been able to use chaos.

"Oh this is brilliant!" Silver cursed. One of the things jumped at him and he put up his hand to blast it with psychokenisis. It just kept coming and nearly knocked him down. Silver swung his arm again, trying hard to concentrate his powers. But there was no telltale aqua light and no kinetic energy appeared. "Shadow, please tell me you have a plan B!" The dark creatures moved ever closer.

"We stand and fight!" Shadow told him firmly.

"And here I thought you were sensible!" Silver said sarcastically. He tried to punch one of the creatures, but it moved to quickly and struck back, knocking him off balance. They were screwed as hell and they both knew it. "Shadow, just so you know there's only one person I'd rather die fighting with."

_'Gee thanks buddy!'_ Shadow thought. He felt his back hit the wall. Only a miracle was going to save them now.

"Hey guys!" they both looked up to see the familiar blue spines, red shoes and jacket of the speed demon. He was also holding some ridicules sword of some sort.

"Oh this day just keeps getting better and better!"

"Use the Chaos Emeralds!" Shadow dodged a strike by one of the dark forms.

"Oh yeah, cause that worked really well last time!" Sonic shrugged.

"It's either that or you let those heartless swallow you up." Shadow gave an animal like growl, but pulled out his Chaos Emerald with Silver.

"Chaos Control!" There was the usual flash of light. But when it cleared, Silver and Shadow were holding weapons similar to Sonic's.

Shadows looked like it came straight from the Devil himself. It was midnight black, with bat wings for a hand guard. Along the length of the blade ran a wicked looking chain and the teeth at the end resembled the kanji for 'darkness.'

Silver's was the polar opposite. It was made of what appeared to be bright silver, thin and light. The guard appeared to be angel wings and the stem was separated into two parallel lengths of metal. The final contrast to Shadow's sword was the key's teeth; they were in the shape of the kanji of light.

"Finally," Shadow muttered. "Some luck!"

The strange appearance raised many questions, but the hedgehogs decided to leave them till later. Now armed, Shadow and Silver charged their opponents. Unlike Sonic, the black and white hedgehogs used the weapons with precision and skill. Shadow used the key like a long sword, swinging it in large arcs through as many monsters as possible. Silver's stabbed, swished and twirled through his opponents with the elegance of a dance, only using the energy he needed but still making it into a show. Sonic jumped down to join then, swing the weapon like a baseball bat, no skill but still effective.

For twenty minutes the three of them fought like this. The weapons had the advantage over the strange 'heartless', but the numbers were beginning to tell. For every one they cut down, another appeared from nothing. There was no stopping them! Eventually, Silver began to falter and tried to fall back. Sonic followed him.

"We used one miracle finding Sonic," Silver said. "I don't suppose we could get another?" The creatures came closer as Shadow retreated into the wall with the other hedgehogs. "Guess not." The creatures leapt at the unprotected animals.

_Bang!_

The first few creatures were blown back by a fireball coming from the left. Sonic, Silver and Shadow looked round. So did the unusual creatures. A tall lion, taller than Shadow, was standing with what looked like a cross between a revolver and a sword held in his hand. His mane identified him as male, as did his choice of clothing: black jeans, white shirt and small black jacket. His fur was dark brown, offset by his white mane. A scar crossed over his face from his forehead over his nose and just past his blue eyes. He pointed the weapon and fired again. Flames leapt up the length of the blade, coming off in a fireball that took out another four dark creatures.

"Come on heartless!" he called viciously. "Come and get me!" The creatures complied, forgetting about their previous prey completely and moving towards the new adversary. The lion lowered his sword into a ready stance, pointing the blade at his enemies. The shadows ran across the square towards him. He stood the, completely calm, waiting. The creatures came closer. "Come on, come on!" he silently urged. A few meters before they reached him, the first few creatures stopped dead, if they could be described as alive before. Their bodies eroded into dark muck as two more figures appeared from nothing.

The first Shadow didn't recognize. It was a mouse, female, with a short black sleeveless top and vest, short shorts, a black headband and knee length boots. Her fur was an even darker black than her clothes, seeming to absorb the light. Probably how she managed to disappear, Shadow thought. Her large ears were pricked in anticipation. She was holding a large shrunken, as was her companion, who Shadow recognized immediately.

"Espio?!"

**OK, just because I know someone won't understand my description Shadow has the Oblivion keyblade and Silver has Oathkeeper. I thought they suited the best. Hope you enjoy.**


	4. Chapter 4

"Espio

"Espio?!" The chameleon looked up. He was wearing a tattered grey scarf around his neck and wore what appeared to be a modified Kevlar vest with his many knives hanging off it. His bandaged wrists and wrist guards remained, along with some tarnished shin guards. His back spines and tail poked the vest. His face showed surprise at the sight of the three hedgehogs, but he quickly overcame it.

"Get over here, quickly!" he beckoned. More of the creatures were appearing by the second. "We don't have much time!" They complied, running back towards where they'd met Cid, while the lion gave cover fire. The creatures gave chase, but they stopped as soon as their targets crossed the barrier to the Bell Tower. They just seemed to loiter there, unable to see that there was a way across. Sonic and co kept running until they got to Cid's shop, where they ran inside and bolted the door before Cid could object.

"Thought you boys'd be back," the raccoon laughed. "Have a little trouble, did we?" Sonic scowled at him, but Shadow stayed on topic. He turned to Espio.

"Can you please explain what's going on? Like what they were!"

"And what these are!" Silver held up his hand where the giant silver key had been. Now however, there was only his chaos emerald. The same went for Shadow and Sonic's.

"And why we're three weeks in the future," Sonic added. The black and white hedgehogs turned to him in surprise.

"We're in the future?!" Silver exclaimed. Shadow nodded.

"That explains how Espio got here so quickly," he returned his focus to Espio. "Can you answer any of that?" The chameleon nodded.

"Yes, but not right now. Now we need to move before they send more. Squall will explain what you need to know." Espio motioned to Cid to move into the back room. The brown lion stepped forward.

"I'm Squall Lionheart, or Leon," he introduced. His voice was level and quiet. Those things that attacked you before were heartless. They're created from the darkness of people's hearts, usually triggered by times of great anger or stress. Lately though, a group of mag…" he was cut off by the black mouse.

"So you don't even bother to introduce me?!" she exclaimed. "What type of a host are you Leon?" Leon sighed.

"This is Yuffie, Espio's apprentice. Professional spy and ninja" Yuffie waved over-energetically. Silver waved back. "Can we get back to the point now?" Yuffie shrugged, her whiskers quivering.

"Whatever," as Leon turned she mouthed something behind his back. Silver snorted.

"As I was saying, recently a group of mages have been going around turning people into heartless. They spread like a plague, and in three weeks nearly all of the world's population has been turned into heartless. Traverse Town is one of the only safe areas, and even here can't last much longer." Sonic raised his eyebrow disbelievingly.

"You're telling me that the entire population, over 6 billion souls, has been taken over by some plague?! That's impossible!" Leon shook his head.

"It's not like that. People don't become heartless from people spreading it between each other. It comes from exposure to darkness, and usually there isn't enough darkness to affect anyone. But three weeks ago something happened, something that released an unnatural amount of darkness into our world and this mucked up the ecology." Sonic suddenly broke out laughing.

"OK, OK, you got me! Real good joke guys, but come on! Darkness? Heartless?! Do you honestly expect me to believe this?!" He moved to the door and swung it wide open, expecting Knuckles or Vector to be eavesdropping. But there was nothing there. Yuffie jumped up and slammed the door shut.

"Don't do that! They could be waiting outside!" she hissed. Her face was deadly serious.

"Silver, Shadow, you don't believe this, do you?" he asked his friends. Silver studied his hand intently, not meeting Sonic's gaze.

"Too many things don't add up for this not to be real," he reasoned. "Those creatures, the chaos emeralds strange reaction. How do you explain them blocking our powers?" Sonic shrugged.

"I've seen Eggman do worse, who's to say Tails hasn't come up with something better?" Silver still wasn't convinced. "What about you Shadow? Surely you can see this isn't real?"

"Actually, I read something in Gerald's old reports."

"Oh God, not Gerald Robotnic again!" Sonic exclaimed. "How much damage has that guy done already?" Shadow scowled at him, but continued regardless.

"He told me once about a set of experiments he did in his youth to find a perfect power source. He experimented on the chaos stream, and when he did he accidentally created something that sounds nearly exactly like what we fought before. It was so dangerous that the program was cancelled immediately. He wouldn't tell me much, but he definitely wrote a series of reports on it, somewhere in GUN's database. If we can find them they might tell us more." Sonic put his head in his hands.

"This isn't possible," he muttered. "Darkness of the heart, heartless, Keyblades, mages. They don't exist!" Sonic continued to mumble to himself, while Silver looked concerned. Shadow shook his head.

"Sonic gets like this when he encounters something he can't either ignore or get someone else to reason away," he told Silver. "You get used to it." He turned back to Leon. "So we know what attacked us, now what were those swords that appeared when we tried to use chaos control?"

"Those things were keyblades, the weapons of the heart against the darkness."

"Weapons of the heart?" Shadow repeated. He'd never heard of such a thing.

"Yes," Leon answered. "When the heart is threatened by darkness, a person can summon forth a keyblade to lock their souls against the darkness. Depending on their past and mindset these keys take different forms, which is why you three have different weapons. The heartless fear it because it threatens their hold on a person's heart. The only problem is that the keyblades require a lot of chaos energy, so most people need a booster to create one. The chaos emeralds are probably the easiest one to identify, but something like a chaos hotspot or a soul can also allow a person to summon the weapon. If you hadn't turned up here, you might have been lost."

"Yeah, it's lucky that you three turned up," Yuffie interrupted. "We thought you were taken like…" Leon made a movement to cut her off, but too late. Shadow had grasped at the meaning.

"Weren't taken like...?" Shadow asked. Leon glared daggers at the dark furred mouse, who cringed visible. "Weren't taken like…?!" Shadow was getting impatient.

Before Leon could answer, Espio and Cid came back in. "OK boys and girls," Cid announced. "We're leaving."


	5. Chapter 5

The seven moved as quickly as they could through the deserted streets of Traverse Town. They managed to reach the city gate without mishap, and here Cid began scanning the brickwork of the town's wall for something.

"Come on Cid, they'll be on us soon," Espio told the raccoon.

"Yeah, yeah, just give me a minute," Cid replied. "This thing isn't as easy to find as it used to be."

"Getting forgetful grandpa?" Sonic asked mockingly. Cid growled menacingly.

"If I was ten years younger I'd…"

"Pass for my dad? Sorry, he's only thirty eight."

"Why you little…!" Cid exploded.

"Cid, heartless infested area!" Leon reminded him. "We need to get into the hanger now!" Cid nodded in recognition and continued scanning the wall. Finally he found what he was looking for: a hidden retina and thumbprint scanner. He gave his recognition and the panel beeped positively. Then part of the road moved apart to reveal an elevator leading downwards.

"Hey Cid," Yuffie asked as they boarded the elevator. "Do you even have permission for this?" Cid looked at her as an adult would at an uneducated child.

"Yuffie, most if not all of the police, army and government are now dark, unrecognizable beings. Does it really matter?"

"I'll take that as a no."

"Damn strait."

The elevator finally reached the end of its line. The three hedgehogs stared is stunned awe at the sight before them. Underneath the town was a giant hanger, the size of three football field. A few different models of jets and airships were scattered round, but in pride of place at the hanger's centre was a long, old style air station. It was at least as big as one of Eggman's destroyers, a good 200 meters long and at least 150 meters wide at its widest. Two giant propellers at the back gave the thing lift and most of the top was a balloon, like a zeppelin. The whole thing made for quite an amazing sight.

"She sure is a beauty, ain't she?" Cid said dreamily. "She's the Highwind, greatest airship on Earth."

"Has Tails seen this yet?" Sonic asked Espio. "He'd love this!" Espio didn't reply instantly. "Espio?"

"No, he hasn't seen it yet," Espio said softly. "Probably never will either."

"What? I couldn't hear you." Espio shook his head.

"We need to get moving. It won't take long for them to pick up the scent of seven hearts. Is the ship packed?"

"Is it ever!" Cid exclaimed. "We've got enough food in there to feed an army. Meat, sugar, fruit, cereal, chili dogs…"

"Chili Dogs?!" Sonic exclaimed. "Where, where?!" the blue speed demon ran into the hold at past the speed of sound. Shadow held his forehead in between two fingers, a technique used to reduce stress.

"Can you two go get him before he eats the entire hold?" Espio asked the remaining hedgehogs. "We kind of need those provisions." Silver nodded and moved to follow Sonic. Shadow looked at Espio suspiciously, but followed the albino psychic.

Once they were out of earshot, Espio let his head drop into his hands. Leon moved to help him, but he swatted him away.

"You'll have to tell them sometime Espio," Cid told him. "They're not going to stop asking questions."

"Do you know what that'll do to them?!" Espio asked the older man. "It'll crush them, that's what it'll do," he answered himself. "If refraining from doing that is cowardly, then so be it." Leon shook his head.

"Protecting them is fine, but this is just going to prolong their suffering. It's raising their hopes, and that's just going to make the fall all that further."

"They deserve to know, Sensei," Yuffie told her master. "It's not like they're going to find out on their own. Or is that what you were hoping would happen?!" she accused. Espio groaned in despair.

"Yes, I didn't want to tell them at all. Maybe I just didn't want to be the one to bring them that type of pain. But yes, they need to know and it's my responsibility to tell them. But…." He banged his fist on the elevator, breaking his usual calm. "Damn it!" Yuffie tried to comfort him.

"It makes no difference how they find out, they're going to feel pain. You're they're friends, if they hear it from you it'll be better." Espio looked down at the grinning mouse.

"Thanks Yuffie." The mouse smiled at him even wider. Suddenly her face changed to shock and she backed away, pointing to the roof. Leon, Cid and Espio looked up. Every join in the roof was swarming with darkness, glowing yellow points shining out like floodlights. The elevator shaft was like a black hole the heartless were so deep. And floating through the tunnel was a dark cloaked figure. It was obviously not the same as the one who had attacked them in Station Square, this one was much bulkier and a black snout pocked out from inside its hood, teeth lining the mouth's sides. Even with its obvious bulk, it fell with unexplainable control towards the group.

"H…h…heartless!" Yuffie finally screamed.

"Get the Highwind up Cid!" Espio ordered. Cid hesitated, staring at the impossible amount of heartless coming through his roof. "Now Cid!" The raccoon sprinted towards the airship, while Leon began firing at the tide of darkness.

"Oh don't even try you fools," the cloaked figure laughed. "Every time you destroy one, another will take the place. Just pay up and we'll leave your little people in peace."

"What do you want, murderer?!" Espio spat. The figure cringed from the last word.

"Now is that any way to treat an old friend Espio?" he asked innocently.

"You are no friend of mine, demon!" The cloaked figure shrugged.

"Have it your way. All I want are the Chaos Emeralds I know you have."

"What emeralds?" Yuffie asked. The figure snarled.

"Don't try to trick me mouse," he growled. "I can smell their power. Now where are they?!"

"Right here!" Sonic yelled as he charged past Espio towards the figure, keyblade in hand. Taken by surprise, the bulky figure allowed himself to be smashed back by the hero, grunting in pain. Sonic swung again, catching his opponent in the side of the leg. As he tried for a third time, Sonic was caught under the chin by the figures fist and sent flying.

"How did you survive? You were destroyed along with Shadow and Silver." As if on cue, the black and white hedgehogs charged in, striking left and right. This time, the figure managed to stop the blades dead with his hands. He gripped both keyblades with ease, throwing them into the air. The two hedgehogs were thrown high with their weapons, flipping to regain their bearings.

"Shadow!" Silver called. He caught the ebony hedgehog's key's teeth with his own and threw Shadow back towards their adversary. Shadow smashed his black key into the ground, planning to have it go through the cloaked enemy. But his opponent moved slightly, enough for the attack to miss but not enough to avoid the following shockwave. The figure stumbles slightly, but kept his balance.

"So, you all survived," he said flatly. He wasn't even panting. "The Superior will be interested." He held out his hand. A claymore, a metal, spiked club that resembled a giant flat microphone appeared out of nothing. The figure brandished the enormous thing effortlessly. "If he can pick you off the walls." Sonic and Silver came behind Shadow and readied themselves to fight.

In the Highwind, Cid rushed up towards the cockpit, located in the cabin below the main balloon. The heartless were beginning to edge onto the floor as he jumped into the cabin, slamming the door behind him. The cockpit was a maze of computers, holographic readouts and controls. Anyone who hadn't studied the workings would most likely break something important. But Cid had studied the workings. He'd made them after all. Sprinting around like a panicked pigeon, the raccoon soon heard the sound of the airship's propellers beginning to spin. Now all he had to do was wait for them to build up enough power to achieve lift.

"Just a few minutes and we'll be flying out into the stars." He looked up to the ceiling, and realized it was still closed. He'd assumed that the heartless had opened it to get in, but they'd snuck in through the cracks in the metal. On top of that, the controls were on the wall, not in the Highwind. "God damn it!" he swore and pulled out his mobile and dialed Yuffie's number. She picked up after a few seconds. "Yuffie I need you to open the hanger roof so we can get out. The controls are on the east wall."

"That might be a problem," Yuffie's voice crackled back.

"Why's that?"

Yuffie ducked as Sonic was sent flying past her by one of the stranger's giant swings. She was staring at the walls, which were now completely covered by heartless.

"Unless you expect us to wade through heartless, we aren't going to get near those controls." A wave of colourful language blared out from Yuffie's receiver.

"Well they you'd better get ready for your funeral girlie, 'cause we're dead unless that roof is open in about three minutes!" The cloaked figure threw his claymore at her, missing only because she rolled aside. She sprinted over to Leon, who was crouching behind part of the floor that had buckled upwards from one of the figure's massive hits.

"Leon, we've got a problem."

"You mean other than the massive idiot with the club?" the lion asked as he aimed at the figure's protruding snout. Yuffie glared at him, but continued.

"The hanger doors are still locked, so we can't get out." There was a clang as Shadow and Silver both clashed with the enemy's weapon. Leon gave her a patronizing look, actually lowering his weapon to do it. "What?!"

"Get one of the guy's with the keyblades to open it." Yuffie looked at him blankly. Leon sighed. "The keyblade can open any door and unlock any lock, electrical or mechanical. Didn't you listen to me when I was explaining this with Espio?" Yuffie cocked one eyebrow. "Stupid question, just go tell Sonic to unlock the hanger." The mouse ninja nodded and ran out. "I thought those lessons were interesting," Leon muttered as he aimed his Gunblade at the figure again.

Sonic was lying against one of the jets, his entire back sore from getting hit by the claymore. What remained of his jacket was hanging off his arms and his jeans were badly torn. The mysterious keyblade was still in his hand, having deflected the blows that would have killed him on its own. Deflected, but still let them throw him a good fifty meters.

Managing to get to his feet, Sonic saw the black mouse running towards him. Unlike him, she seemed perfectly intact so far. Lucky her.

"Sonic, I need you to open the hanger."

"Sure, where are the controls?" Yuffie pointed to the wall, which now rested outside a ring of heartless that were getting ever closer to the Highwind. "OK, I know it seems like I can do anything," Sonic said slowly. "But I'm not Superman!"

"I need you to open the hanger _using you key_," Yuffie replied, enunciating the last three words carefully.

"What key?"

"Oh my god!" she pointed to the giant skeleton key in his hand.

"Oh right!" Sonic looked up at the hanger door. "How do I do that? I don't see a keyhole." Yuffie shrugged.

"I don't know. Maybe you hit it with it." Sonic nodded. Taking a few steps back, he ran and vaulted off the jet he had hit previously. He flew up and when he reached the roof swung his keyblade into it. The door shone blindingly bright and exploded into a million fragments, scattering the heartless that had been coming through. Sonic landed gracefully behind where Leon had been sheltering. The white maned cat looked in shock at what the blue hedgehog had done. The look made the scar on his face contort awkwardly.

"You just had to point and think you know," he told Sonic.

"If Cid needs the door again, I'll repair it," Sonic joked. The lion sighed as he had with Yuffie.

_"Now there are two of them!"_ he thought despairingly.

"Hey, come on!" Cid yelled from the Highwind. "We ain't got all day!" Sonic and Leon began moving towards the humming airship, but the cloaked figure blocked their path. Despite the beating that had been heaped on him, he walked with the same unfazed air that he'd had when he came in.

"One of you is coming with me, like it or not!" he hissed. Like his walk, his voice was still calm and unaltered. "Now is it willing…" he swung his claymore millimeters from the hedgehog and lion. "Or unconscious?"

"You think you're tough," Sonic said. "But can you do this?" He spun the keyblade between his fingers. The cloaked figure chuckled.

"That's nothing blue boy. Watch this!" He spun the giant club round his body, twirling it in an arc at the same time. "Beat that!"

"Too easy," Sonic sneered. He began to twirl his key like a quarterstaff above and around his head.

"What are you doing!" hissed Leon. He was gripping his gunblade tightly, unsure of what to do.

"Wait and see," Sonic whispered back as he finished his show. Louder, he mocked the hooded figure again. "Let's see you top that!" Once again his opponent played with his weapon, rolling it over his arm. To end it he threw the claymore high into the air and watched it, waiting to catch it as it came down. Sonic acted instantly. He charged towards the unarmed figure and swung his keyblade into his opponent's gut, then his head, then a sweep through his feet. The figure collapsed, more from surprise then actual pain, and Sonic and Leon took their chance to flee to the rising Highwind. "That'll teach you to be cocky!" Sonic said as he boarded the airship next to Shadow. The dark hedgehog looked at his sadly. "What?"

"If you ever tell anyone not to be cocky again, I will personally rip out your jugular for your ignorance!" he said menacingly.

"Absolutely no sense of humor," Sonic muttered.

"What was that Sonic?!" Shadow said angrily. His argument was stopped by a tapping on the window. The two hedgehogs looked around to see the cloaked figure floating outside, his snout nearly touching the ship's window.

"I'll teach you, Sonic," the creature hissed. He brought the claymore to smash the window.

_Bang!_

The glass shattered, but outwards, as Leon's bullet went into the flying figures skull. His head snapped back below the hood, but the material remained above his head. Even here, a smile spread over the figure's toothed snout.

"You honestly thought that would work lion?" he asked. "I can't die! At least not in any way you can possibly comprehend."

"I know," Leon said simply, stepping forward. "I just needed to get close enough to do this." He raised his gunblade again and fired into the figures weapon hand. The giant claymore was blown from his grip and his hand torn to pieces. His eyes didn't show, but the hulking figure immediately scrambled for a handhold as his powers over gravity seemed to disappear and he fell towards the Earth. His left hand grabbed at the glass, cutting itself but keeping him airborne. Leon looked down at him, the wind picking up as the Highwind came out of the hanger and into the open air. "What's your name?" he asked.

"Ask your friend, Espio. He knows." The heartless' hand began to reform and glow in a beam of light signaling that he was summoning his weapon.

"I'll be sure to do that."

_Bang! Bang! Bang!_

The creature fell, both its hand's gone along with part of its abdomen. He fell straight down without moving, a sinister smile on his protruding lips, and was enveloped by the darkness that was spreading over Traverse Town. Leon looked over what had been his home, sadness evident in his eyes as the town was smothered by the darkness. Around four hundred hearts snuffed out in a few seconds. Shadow came over to him, understanding in his eyes if not on his face.

"They would have taken it anyway."

"I know."

"Well, we sure showed him!" Sonic said loudly. Leon and Shadow looked at him in disgust and moved past him towards the cockpit. "What?!"


	6. Chapter 6

The Highwind's cockpit rested at the front of the pod below the balloon that kept the airship afloat. It was one cramped room with controls, readouts, holo-screens and hard drives clogging up space. The floor was carpeted nearly completely in wires, so if you weren't careful you'd trip at every step. A small area was clear near the front window, giving enough space for the passengers to meet. As it was there was barely enough space for all seven of them to stand naturally.

Sonic, Silver and Shadow were standing over to one side while the others examined the controls. Espio had spare clothes for them to replace the one's they ruined in the fight with the heartless. He said he'd been hoping that he'd find them eventually and wanted to be prepared. This seemed suspicious to even trusting Sonic, but they didn't ponder on it as they changed. Now they were arguing among themselves about what course of action to take next.

"I say we get Knuckles and the others, find Dr Eggman and get him to tell us what he's up to," Sonic offered.

"What if it isn't Eggman?" Shadow countered.

"It's always Eggman," Sonic said in a convinced voice.

"Other people have done this sort of thing you know: Metal Sonic, Black Doom, Eggman Nega, Mephiles…"

"You!"

"At a time, yes. What are you going to do about it?"

"Eggman always knows what's happening. He has his chubby fingers in everything. We find him, we get our information."

"What if we don't, then what?"

"We will!" Sonic began getting right up in Shadow's face.

"Just because you say so, doesn't mean it's certain Sonic!" Shadow nearly roared into the blue hedgehog's face.

"That enough!" Shadow and Sonic both turned to Silver in surprise. "Arguing among ourselves isn't going to get anything done!"

"So what do you suggest Silver?" Shadow asked.

"I say we use Chaos Control to send ourselves back in time, stop this before it even starts." Shadow nodded.

"That's your solution to everything, isn't it Silver," Sonic said sarcastically. "Go back in time and change it." Silver shrugged.

"It worked in Soleanna," he reasoned.

"Well it ain't going to work here!" Cid called from over at the steering wheel.

"You were listening to us?" Sonic said.

"I'd have to be deaf not to! But whitey's plan won't work. Espio already tried it. If you attempt to travel through time, the Heartless will try and enter the time stream and do what the Solaris fellow tried to. Now what was it…?"

"They'll consume the entire universe from its beginning to its end," Silver muttered. "Everything will collapse into nothing, and there'll be no way to stop it." He cursed using some unusual slang from his own time. "How the hell are Blaze and me supposed to get home now?" Cid looked like he was going to say more, but Espio silenced him with a look. This nearly went unnoticed, but Shadow picked up on it and reminded himself to have a talk with Espio in private later.

"So now will you agree with me that Eggman's our best bet," Sonic said to Shadow. The other hedgehog growled menacingly.

"We could try to find the heartless' base," Silver suggested before Shadow exploded on Sonic again. "Well need to do that sooner or later." Suddenly, Cid began laughing whole heartedly. The hedgehogs stared at him curiously.

"The heartless' base is no secret to us," Leon explained. "Their leader is located in the remote city of Hollow Bastion."

"I've never heard of it," Sonic said in confusion. He'd traveled over most of the Earth and considered himself fairly knowledgeable on Geography. Unlike him, Shadow and Silver registered the name.

"Hollow Bastion was the home of Gerald, Maria and Ivo Robotnic," Shadow said. "It's located in German, near Berlin. It was declared property of GUN after WWII, because of the amount of technology that was pouring out of its laboratories. It was believed that what was being created there was too powerful to be controlled by one country, especially one that had just been defeated in battle. So GUN confiscated the entire city for the good of the Earth."

"In the future, its still the home of the greatest scientific breakthroughs of the centuries," Silver interjected. Shadow nodded.

"The ARK and myself were both thought up within those walls. Now it's run by a man named Ansem the Wise. He is considered the greatest mind since Gerald himself and most definitely the smartest since the animaloid virus struck."

"If I recall," Silver mused. "That's where the virus was released."

"What the animaloid virus?" Yuffie asked. Everyone else in the room stared at the mouse like a freak. Shadow looked accusingly at Espio.

"I'm her trainer, not her father. Leon's her legal guardian." Shadow switched his gaze to the lion.

"I only met her two years ago. I thought she knew."

"Is someone going to tell me?!" Yuffie said in an annoyed voice.

"Later," Leon said. Yuffie glared at him menacingly and went to sulk. Suddenly, without reason, Sonic slapped his forehead.

"If that's Eggman's birthplace that pretty much ensures that he's behind this!" he exclaimed, looking rather pleased with himself for figuring it out. Leon shook his head.

"Dr Eggman was barred from the city after he tried to use their technology to use in one of his world domination schemes. He's currently located in the middle of the Sahara desert, pinned down with his army by the heartless." Sonic groaned.

"If he's in trouble, then maybe we can convince him to help us," Shadow said.

"Team up with that witch doctor," Cid nearly screeched. "Are you mad? He'll kill us in our sleep and tinker with my Highwind. We ain't going anywhere near him!" Espio tried to calm him down, but Cid was on a roll. "That maniac has caused more trouble then the rest of the world's troubles combined. He's an insult to mechanics and scientists everywhere. If I go within a thousand meters of him, I swear I'll impale him with his own Egg Carrier." The raccoon began swearing like a sailor. Sonic sniggered.

"We'd better keep him away from Cream when those guys finally decide to show up!" Shadow nodded seriously. The comment managed to reach Espio's sensitive ears. The chameleon stopped trying to quiet his bad mouthed friend and his hand fell to his sides as fists. His entire body began to shake uncontrollably. He muttered something in Japanese and strode out of the cockpit without a word.

"Sensei?" Yuffie said, worried. She ran out after her master, Leon hot on her tail. Sonic tried to follow them, but Cid blocked his path.

"He's my friend, grampa," Sonic told the older man. "Let my past!" He tried to sidestep him, but Cid was fairly fast and continued to block his path. The raccoon shook his head.

"This is something you wouldn't understand. Let Espio work this out on his own." Sonic was about to continue arguing, but Silver and Shadow grabbed him from behind and dragged him over the cables and threw him unceremoniously into a chair.

"Let Espio have his privacy," Silver told him. "He needs his space. Something's troubling him and it's not for us to know about it." Sonic nodded, but he didn't look convinced.

Espio climbed up the Highwind's balloon with ease, his bandages and rough scarf flying in the wind like the tails on a kite. In under a minute he reached the top of a balloon and he felt solitude wash over him. Here, away from his companion's piercing eyes, he could let down the walls that protected his heart. Around them, he had to act strong, calm and controlled so that they'd respect him. He couldn't show the type of emotions that he was feeling now, for it would be a sign of weakness. And who would trust someone who was weak? Espio felt the warm breeze flow over his body like a soft hand. Espio took three deep breaths, allowing the barriers of his conscious fall, and the emotions of the last three weeks washed over him. The feelings overwhelmed him and he screamed into the empty night sky. His knees collapsed beneath him and he fell sobbing to the canvas of the balloon. Again he screamed, letting his anguish flow out of him with the sound.

After what seemed like an eternity, though it was less than a minute, Espio finally fell silent. He gasped for breath. Never before in all his training had he needed to release so much pent up emotion in one go, especially after just three weeks. This time was not one that he desired to be in. Nor would he curse anyone else to experience what he had, to know what he knew. That was why he couldn't tell his friends the truth, because it would condemn them to feel exactly how he felt.

Completely and utterly hopeless.

"Sensei?" Espio turned around to see Yuffie was standing nearly directly behind him. He'd been so engrossed in his own emotion that he hadn't sensed her coming behind him. Or maybe she was finally surpassing her teacher in her skill. Either way, she was behind him, her eyes unable to accept what she was seeing. Espio was always strong, always calm, a pillar of strength no matter what happened. But here he was, collapsed on his own, miserable and wretched. It was like something from another planet.

"Sensei?" she repeated, walking closer. Espio turned away, staring out into the horizon. She came and sat beside him.

"They don't deserve this," Espio muttered.

"Who?" Yuffie said, confused.

"Anyone! Everyone! People condemned to a fate worse then death. They're forced to suffer for all eternity, locked deep in darkness to be taunted by their own twisted memories." Espio stopped ranting for a second, composing himself. "Cream is only eight. Tails is barely eleven. He's already had to watch loved ones taken before his very eyes." Yuffie nodded, remembering the story Espio had told her about Tails and the alien Cosmo. The boy loved her, but he was forced to kill her to save the galaxy. It was like a tragedy straight from Shakespeare. "Now he has to remember that event for the remainder of time, the event getting worse with every time he relives it. Can you imagine what that would be like?" Yuffie shook her head. "I thought that, if ever something like this happened, my training would be sufficient for me to survive. But nothing prepares you for watching your friends condemned to a fate worse than death right in front of you and knowing you can do nothing to save them. I doubt I can go on for much longer." Yuffie grabbed him and forced the chameleon to face her.

"Listen to yourself!" she told him in a nearly disgusted tone. "Stop thinking like that or you will give up. And if you give up, then you won't stop this from happening to others. Think of your pain, take that pain, and make yourself keep going because know that if you don't, then billions of others will either be condemned or feel what you feel. Do you want anyone else to feel like that?" Espio closed his eyes and shook his head. "Good, now get a grip!"

"You're not a very good comforter, are you Yuffie?" Leon said as he walked up to the mouse and chameleon. He put his hand on Espio shoulder. "I know this sounds strange coming from the people who you have brought up, but listen. If you stop now, what are you going to do? Hide? Run? Give in? You'd disrespect your friend's memory that much? Try to think about what they'd want you to do, and let that drive you." Espio stood up and nodded.

"Once again, you two are right."

"Aren't we always?" Espio managed a smile at the overactive mouse.

"If you say so Yuffie." Espio closed his eyes and allowed the walls of his consciousness to reform and his face returned to its usual, stony complexion. "Now I think we have to decide what we going to do next." The group moved to the edge of the balloon and jumped expertly down to the undercarriage.

Back in the cockpit, Sonic and Shadow had begun arguing about Dr Eggman's involvement again. Silver was sitting in the copilot seat with his hands over his ears, his face scrunched up to stop it bursting. Cid was in a similar predicament. Right as Espio walked back in, the psychic exploded.

"If you two don't shut up I'm going to send you both so far into the ocean you'll hit the core!"

"You wouldn't," Sonic said. Silver's hands began to glow threateningly.

"Wanna bet?" Sonic began backing away.

"That's enough Silver!" Espio ordered. Silver sat back down and proceeded to levitate one of the other chairs to relieve his frustration.

"So what are we going to do now Espio?" Shadow asked.

"I think Dr Eggman is our best bet to figure out what's going on." Sonic grinned happily, which made Shadow growl. "Even if he isn't involved, his computers should still have a link to GUN files. Cid, set a course for the Sahara." Cid did so, grudgingly.

"I still think this is a bad idea. You can't trust someone whose criminal record doesn't fit in one room."

"Just get the ship moving, Cid."

"Whatever you say."


	7. Chapter 7

The _Highwind_ moved slowly over the Earth. Sonic stared out at the countryside in absolute horror. It was barren, all vegetation either a dead husk or dust. Rivers had run dry and there wasn't an animal in sight. It was like staring over hell without the fires. Leon came beside the blue hedgehog.

"What happened here?" Sonic nearly whispered. His mouth hung open like a flytrap.

"The Heartless happened." Leon said blankly. "They came here and killed every living thing, sealing their hearts in darkness. Everything those monsters touch is laid lifeless. They feed off the chaos energy that creates life, and then steals the heart to create more heartless. The leftover heart is sealed within eternal darkness and all that remains are the mindless, emotionless heartless. It's a terrible cycle, a cycle that cannot end without outside interference."

"But how did this start?" Sonic asked.

"That's what we want to find out."

"But if we can find out how this started, surely we can end it?" Sonic said cheerfully. Leon was amazed that someone could still be happy after seeing such desolation. Yuffie was the same, always bouncing off the wall with joy. People like that mystified the stern and solemn lion.

"Hopefully."

"Hey, where are all the others?" Sonic asked. Leon looked at his quizzically.

"Others?"

"Yeah, you know. Knuckles, Amy, Rouge, Cream, Blaze, Vector. My friends. Aren't they helping you?" Leon just stared at him and didn't say anything.

"Espio needs you and the others in the training room," he finally said. Sonic shrugged and sprinted through the airship, leaving an air tunnel wreaking havoc to anything not nailed down behind him. "You poor fool," Leon whispered after the speed demon.

The _Highwind _had been equipped with some of the best training equipment known to man. Espio had gone to a lot of work to make sure that he would have everything he needed to keep in shape. A hanger at the back of the balloon's living area had been converted into a _dojung _for Yuffie and Espio to use, with mats and candles on the floor and walls and Leon had some targets set up along the far wall for aiming. Sonic arrived to see Shadow, Silver, Cid and Espio already there, waiting.

"For the fastest thing alive, you sure take you time," Cid said snidely. Sonic stuck is tongue out in a childish manner.

"If you two babies are done squabbling, I'd like to get on with the lesson," Espio said curtly. Cid and Sonic both stopped, but kept looking at each other. "Now before we actually try and invade Eggman's base, I thought it would be a good idea to teach you how to use the keyblades properly. First we'd better give you a proper explanation of what the heartless is." He snapped his fingers. Behind him, Yuffie pushed a cage into the hanger. The cage was made completely of glass, and inside a second cube of laser light was suspended. In this second cage was the dark form of a heartless. The hedgehog's all felt their keyblades appear in their hands. "You see, the only way you can use your keyblades is if a heartless is present. So hopefully you'll be able to train when this caged heartless is in the room."

"How did you manage to capture it?" Silver asked. "Every time we try to hold onto one without the keyblade it just deteriorates and slips away."

"A lot of luck my friend," Espio said. "A lot of luck."

"OK, so what are the heartless, exactly?" Sonic asked.

"Heartless are the darkness of people's hearts when the darkness overtakes the light. The true heart is trapped in eternal darkness outside the body and all that is left is pure instinct and raw emotion. The creatures are incapable of thought, or any sort of happy emotion. This sort of thing is most commonly brought on by the touch of pure darkness or by another heartless, but sometimes, if a heart is completely consumed with evil, it can occur on its own. Heartless crave the chaos energy that is present in other hearts, and so they hunt the living and steal their hearts to sustain themselves. The victim then too becomes a heartless, and the cycle continues. In essence, heartless can't die. The can only seem to disparate when touched by a keyblade."

"What about those cloaked figures?" Silver quizzed. "Are they heartless, because they seem intelligent?"

"We can only assume that they are a different type of heartless that has retained part of their intelligence. This makes them extremely dangerous. From what we've seen, there are only around seven of these heartless at the moment, but there could be more in the future. We can only hope that the keyblade can defeat them as well."

"So what can the keyblades actually do?" Shadow said.

"In essence it is the heart's weapon to defend itself against being stolen by the heartless. Why it takes the form of a key is unknown to us. A heartless wounded enough by a keyblade will disappear, we don't know where to. Each keyblade is also named, so see if you can think of what yours is." The three keyblade wielders all looked down at their keys for a second, trying to think up a word to describe it. The answers sprung into their heads at the same instant.

"Kingdom," Sonic said.

"Oathkeeper," Silver said.

"Oblivion." Sonic looked at Shadow. "What?"

"Isn't that a bit, you know, dark?" Shadow pointed Oblivion at Sonic.

"Does it look like white roses to you?!" Sonic had to admit that the bat wing guard, the chain and the unusual teeth all did seem to fit with the name. He shrugged and turned back to Espio.

"As you saw with Sonic in Traverse Town, it also works like a master key, unlocking any lock. You just need to point it at the target though, because if you touch it then the lock will shatter." Everyone turned and looked accusingly at Sonic, who in turn looked at Yuffie.

"She told me to do it!"

"I did not!"

"Yes you did!"

"No I didn't!"

"Shut up!" Cid yelled. "We don't have time for this and my nerves don't have the patience!" He turned to Espio. "Give them a demonstration." Espio nodded.

"Silver? If you please?" Silver handed Espio his keyblade. The moment it left his fingers, the key shone bright and changed its shape. The new blade in Espio's hand looked more like an ignition key then a skeleton key. Its blade was grey and jagged on both sides and bandages like those on Espio's wrists were wrapped around it. The hand guard was bound with a purple material. Sonic stared in surprise.

"How did you…?"

"Anyone can use the keyblade Sonic. And everyone's keyblade appears different. Remember? Now watch carefully." Yuffie, who had left the room, returned dragging a heavy chest behind her.

"Why am I doing all the heavy work?" Yuffie complained.

"Think of it as movement training." The mouse glared daggers at her master, but continued to push the box into the centre of the room. Espio pointed his key at the box. A beam of light came from the key's tip, moving through the air and striking the chest. The lock on the chest clicked and the lid of the chest opened, revealing a pile of rather unusual magazines. Espio read one of the titles, gagged, and turned to his apprentice.

"Where did you get this chest from?!" he demanded.

"Cid's room. It was the only one on board." The ninja turned to Cid, who was attempting to sneak out of the room.

"You sick, evil, immoral slime ball!" Cid started to run as an enraged Espio gave chase, much to Sonic's amusement. Silver managed to calm Espio down before he gutted the unfortunate raccoon, but Espio still burned all the magazines on the spot before continuing with the lesson.

"Now, let's see you try," Espio said after locking the chest again. Shadow nodded and took aim with Oblivion at the chest. He concentrated for a second, and then another beam of light came from his keyblade and opened the chest. Silver, retrieving his keyblade from Espio, achieved the same result. Sonic snorted disdainfully.

"At least have some style guys!" he said. Approaching the chest, he spun the keyblade between his fingers and around his head like a show trickster, ending and firing the beam of light easily in front of him. "You see that!" He looked behind him to see all of the others running out of the room. "What's wrong?" Sonic looked back and saw that he'd in fact missed the chest completely and had opened the airlock instead. "Oh sn…" A sudden rush of air cut him off. Soon the entire hanger was a calamity of flying debris and people. Yuffie and Espio managed to run across the entrance and grabbed most of the important stuff, but at least a third of the hanger's content blew out the door.

"Lock the door!" Cid yelled at Silver over the wind.

"How do I do that?!" Silver yelled back. His long white cloak was billowing in the wind like a giant sail and his long back quills were all over the place.

"Same way you unlock it, dolt!" Silver nodded and aimed Oathkeeper at the open sides of the door. Another beam of light and the doors slammed shut. The wind stopped instantly and everything dropped to the floor, including the two ninjas. They fell panting to the floor, but only for a second. In the next second Yuffie was charging straight at Sonic, who proceeded to run out of the room, reaching supersonic speed as he got out of sight of the heartless' cage which, miraculously, hadn't been affected by the airlock opening.

"I guess that's it for now guys," Espio told the remaining people. "We should be nearing Eggman's base by now." Shadow nodded and walked out of the room quickly, causing Oblivion to disappear as he did so. Cid and Espio stared to leave as Yuffie walked back in, her chase of Sonic proving fruitless.

"What happens now?" she asked the older animals.

"Now, you and Silver are cleaning up the _dojun_," Espio told her.

"What?!"

"Just do it!" The two younger members glared menacingly at the chameleon's back, but went to work.

"Hey! What's this?" Yuffie and Silver had been cleaning the hanger for nearly an hour, and still they were getting next to nowhere. Even with the heartless gone and Silver using his psychokenesis, the job was still taking forever. Yuffie swore she was going to murder Sonic when she found him.

"What's what?" Silver said, walking over. Yuffie was holding a wallet of what resembled leather. The wallet was purple and didn't seem to have much in it. "I think that's Shadow's."

"Really? It's a nice material." The mouse rubbed the wallet against her face to feel it better.

"When Shadow showed me it, he told me it was made from the skin of a Black Arms Giant." Yuffie's eyes widened and she nearly threw the object away, instead holding it at arms length.

"Ewewewewewewewe!"

"My reaction exactly." Fingering it while it was still as far from her as possible, Yuffie opened the wallet. "What are you doing?"

"Sensei told me you can tell a lot about a person's true self from their personal effects. I want to see what Shadow's really like." She peeked inside. All there was were a few loose bank notes, a GUN security card and a passport with Shadow looking his normal, unemotional self. "Well that's a lot of help!" She tossed the wallet over her shoulder and in doing that she loosened something that had been stuck behind the passport. It was a picture of a creature with long blonde hair, big blue eyes in a blue and white dress. Her skin was very pale, and she didn't have any fur. Yuffie looked at the picture with disgust.

"What is it?!"

"I believe that's Maria."

"No I mean 'what' is it?!" Silver looked at her curiously.

"She's a human.' Yuffie looked at him blankly. "Don't you know what a human is?" Yuffie shook her head, her ears wiggling in a nearly comical fashion. Silver sighed. "I doubt Leon going to tell you anytime soon, so I'd better. Fifty years ago, humans like this one populated all of Earth. There were no animaloids like you and me. Then thirty years ago, without warning, a plague was accidentally released from some factory in Europe. The virus turned any human it came into contact with into an animaloid of some distinction. It was named the Animaloid Virus. At the time it was seen as an unstoppable force that would cause the human race to devolve into dumb animals. The plague spread over most of the Earth in a matter of weeks until a young Ivo Robotnic developed a protectant with the scientists of Soleanna. But even this came too late, and the only humans to be saved were the people of Soleanna. The rest of the world became like you and me, animaloids. At first this was seen as bad, but it was discovered that all the infected humans had retained all of their intellect, some even getting a booster. So the virus was a gift in disguise. Then second generation animaloids, the children of the transformed humans, began to develop strange and unusual powers. Now animaloids are the main inhabitants of Earth. By my time, no humans are left at all."

"But wasn't Shadow created fifty years ago, twenty years before the virus?" Silver went to answer her, stopped, thought, tried to answer her again, and then just shut his mouth completely.

"I actually don't know the answer to that. Why don't you ask Espio?"

"Why don't I just ask Shadow?" Silver shook his head violently.

"You can't tell Shadow that you've seen this picture. He's very protective of his memories of Maria and get's violent whenever she's mentioned. Trust me, just ask someone else."

Espio was walking through the _Highwind's _balloon, checking for any tears in the balloon. If any did turn up, then Cid would have to land before they ran out of lift and crashed. Without meaning to, Espio was also avoiding his friends. He knew that sooner or later he was going to have to tell them the awful truth, and really he was just holding out on them in not telling them. But in avoiding them, there was less chance that they would ask too many questions that would reveal the truth. Espio was really in the balloon so that they couldn't find him. Or so he thought

"Hey Espio!" Espio groaned at the sound of Silver's voice. The younger hedgehog was always the hardest to avoid, as he was the most original of thought. The more original the mind, the harder it is to conceal something from them, as it is constantly thinking in the unusual patterns that separates truth from lies. The psychic floated up through the balloon, landing on the walkway next to Espio. "You wouldn't be able to give me a way to speak to Blaze, would you?" Espio cringed almost visibly at the question. There was no way he could avoid telling him now.

"Silver, I…"

"It's just that I want to apologies to her." Espio looked at him in surprise. He knew that Silver had a habit to blame himself whenever something went wrong, especially after the Iblis Trigger incident, but this was still unusual.

"What do you need to apologies for?"

"Well, I kind of dragged her into this holiday to your time. She didn't want to come, said she had some royal business to attend to. But I convinced her to come in the end. And by convinced I mean begged." Silver laughed in an embarrassed tone. "I bet she's off her rocker at me now that she's been missing from her court for nearly a month." Espio had grown progressively paler as Silver had gone on. He now resorted to holding onto the guardrail to support himself. "You alright Espio?"

"Yes," Espio said weakly. "I'm fine."

"But…"

"I'm fine!" Espio nearly yelled. Silver backed down, his hands up to defend himself. "I don't have a way to contact Blaze at the moment because…"

"Attention ladies and gentlemen," Cid voice boomed over the ship's intercom. "We have arrived over the base of Dr Eggman. Get your sorry backsides into the cockpit for a briefing." The comm. shut off with a loud click.

"Finally," Silver said. "Well be able to get some truth out of the old doctor." The white hedgehog dashed down the walkway to the door. Espio followed slowly, lines of stress and horror evident on his face.


	8. Chapter 8

The town of Hollow Bastion was quiet. It had to be. Nearly no heartless were capable of creating sound, their bodies were so light. The town was situated with two gorges on either side. Walls as high as the gorge was deep came up on all sides, protecting the town from any land-based attack. It was said that the wind used to whistle through the gorges at an exact, beautifully melodic note. But that was when the wind whistled. Most of the town within the walls was made up of two storey buildings with oldern style thatched roofs. The townspeople prefered to situate themselves away from the trappings of technology. Or at least, they had.

In the center of the town stood a giant castle type building. Unlike the rest of the town, this building was technologically advanced, with pipes delivering different liquids and transport systems like no other. It was within here that the only sound came. In a completely white circular hall, seven cloaked figures sat. The room was at least thirty meters tall, and the chairs that the figures sat in ranged in height from ten to twenty eight meters high. To an observor, it would appear curious, not only because of the unnatural height, but also because the room was set with thirteen chairs, yet only seven were used. The second, third, sixth, eighth, eleventh and twelth highest chairs stood unused, even though using them seemed practical, as if they were being saved for another purpose.

"This is insane!" the figure in the seventh seat seat said. Her voice was distinctly female and she sat a little shorter than the other members. Her chair had the Roman numeral IV written on it. "Why are we waiting to strike? As long as they are alive they will meddle in our plans!"

"I agree," the figure in the fifth seat said. This figure sounded male and was much better built than the previous speaker. His seat number had the numeral III on it. "They cannot be trusted to keep to themselves. We should be planning how to destroy them, not debating trivial topics among ourselves!"

"They are pests, nothing more," the figure in chair eight said. They sounded female as well, and her number appeared to be XIII. "We should focus on more pressing matters, like how to unleash the heart."

"They are much more then pests XIII," the figure in the lowest seat said. He was even larger then III, his snout potruding from inside his hood. The number on his seat was V. "They have no experience with their weapons, and yet they were a challenge even for me."

"Well there's a challenge," number III said sardonically.

"What did you say?!" V sat straight up in his chair, seeming to glare at III, though it was impossible with their hoods on.

"Don't go into macho talk!" a member who hadn't spoken yet said. It was another female sitting in the tenth seat, the second lowest that was filled. Her number read IX "It's stupid and aggrovating!"

"Like you'd know!" XIII said snidely. "You have no skills to contribute to this Organization. You are only here by the superior's favor." IX just ignored XIII, infuriating the member further. "Hey! Listen to me when I'm mocking…"

"Enough!" All eyes turned to the one sitting in the tallest seat. The only one in the company whose number matched his chair, I didn't seem imposing. His extreme insight into the Heartless was the only thing that kept him as the leader. The other members feared him because they knew that he could destroy their hearts with the simplest movement. And he knew that they knew. "I have had enough of these petty squabbles. They are achieving nothing!"

"But…" III interjected.

"Nothing!" I jumped down from his chair, throwing out his arms and stopping himself so that he was level with III. "And do not question my judgement again!" III clenched his fists for a second, then calmed himself and nodded solemly.

"Of course Superior."

"Good!" He turned to the rest of the room while still levitating. "IV is right. We should take care of these troublemakers while they are still unsure of their powers. VIII, where are they now?"

"They were heading towards Dr Eggman's location at last sighting, in the Sahara Desert." The Superior nodded.

"Good. IX and XI will go and inerfere." At the mention of her number, XI stirred. Unlike the other members, who were sitting formally in their chairs, she was lying over the arms of the seventh chair in a relaxed position. She groaned exaderatedly.

"What've you got me doing now, Sup?"

"You are going to investigate Eggman and take care of our key problem." XI spun in her chair so she was sitting upright.

"Do I get to see the hedgies?" She asked. I nodded. "Perfect! This'll be fun!" Snapping her fingers, XI disappeared into a dark portal of her own making. Down in seat ten, IX did the same.

Once they were gone, IV turned up to I, who had flown back up into his chair. "XI is a menace and a disturbance! She must be put into…"

"Shut up already!" XIII yelled up from her seat. "You never stop talking!"

"Hey! I am concerned for the success of the operation. And that is what is important. Isn't it Superior?" But I had disappeared already. "I hate it when he does that!"

In a different section of the castle, I sat sat at his dest in a room of complete darkness, jotting down notes that were far too complex for anyone but a postgraduate student to understand. Notes about the heartless, about his colleuges, the reaction of the hearts, anything and everything. He needed to do this so that everything he found and researched would be remembered.

_"But why does it need to be remembered? Why am I even doing this?" _he asked himself.

_"For the sake of Science," _he answered. _"For the discovery of new fronteirs. That is the whole point of this venture. Science._

_"Is it really?"_ I got up from his chair and went over to a mirror, the only other thing in the room beside his desk. It was a full-length mirror, showing I's entire body. Not they you could see anything but a black cloak, black hood and black shoes. I waited for a few seconds, simply staring at the mirror. And then, suddenly, the figure in the mirror began to move on their own, rolling their neck as if to streach. Its clothes didn't change; it still showed the Superior exactly, which was to say that it could have shown anyone. Then it spoke.

"Why haven't you carried out the experiment yet?" The mirror image's voice was very gruff and deep males, his tone demanding.

"I want a test subject first!" I said calmly.

"Why?"

"If the experiment fails, which it probably will, then I don't want the prize to be in jeapody. One test, and then I will carry out the true subject."

"Why wait?" The mirror asked. "You could have it now, if only you'd take a chance! Why not take a risk?" I shook his head.

"A test subjet first, or I do nothing." The mirror shook its hands.

"Very well. Who will the subject be?" I thought for a second. He needed a heart that he could recognise. A heart he could picture enough for him to summon forth. They also couldn't be a heartless, or the processs would be invalid. But whom did he know like that? Searching for inspiration, I's eyes rested on a single word on one of the papers on his desk.

_Robotnic._

"I know just the person." The thing in the mirror craned his neck, spotting the word as well. The man seemed to smile below his hood, as the sides moved out slightly.

"Yes. Such a move would kill two birds with one stone. Excellent thinking my friend. I turned to the mirror, spitting voilently.

"We are not friends." The mirror figure shrugged.

"As you wish. Say the word to her and the Royal Carrier will be ready to retrieve the heart. Is there anything else you need, oh great Superior?" The last part was smothered in sarcasm, but I took no notice.

"The girl, the last of them. I cannot turn her. Her heart is too pure. There is no darkness to exploit." The mirror laughed, the sound causing the mirror's edges to crack.

"Now that is too easy, dear number I. You have the answer right here," the mirror pointed to his shadow covered head. "All you must do is show her that monstrocity that you call a face, and you will have all the ammunition you need." I nodded, seeing the logic in the man's suggestion.

"Yes, I believe that would work."

"Remember, almighty Superior, I will be wanting my reward at the end of this," the man in the mirror warned. "All these answers are going to have to paid for in full." I nodded absent-mindedly.

"Of course, of course. You will get all that you desire at the same time that I do." I disapperated through a portal of darkness, and the man in the mirror disappeared.

Deep in the dungeons of Hollow Bastion castle, weeping was clearly audable echoing through the corridors. The weeping came from a single girl hanging from one of the walls. Other chains hung off the walls, but their shackles held noone now. The girl was a rabbit, young and small with big floppy ears and a dirty orange dress with a blue bow hanging off her shoulders. Her feet were just off the floor, and her arms hurt beyond belief from holding her own weight up. Tears had stained her cheeks from days of crying. If anyone found her, they would never recognise the pitiful creature here as the happy, cheerful, upbeat Cream the rabbit. Time meant nothing in this place, for her pain felt like it had lasted for an eternity. But still she resisted the works the Superior made to take her, to make her feel even worse.

I entered the room by means of a dark portal, appearing right in front of the small girl. Cream didn't even try to raise her head she was so tired.

"Hello Cream." I said soothingly. "How are you?"

"What do you want, meanie?" Cream asked, gasping from breath. "What have you done to my friends? Where are they?"

"Don't worry, my dear Cream, they are unharmed. They have just accepted the perfect path," I said.

"Why are you doing this?" she asked the cloaked figure. "Can't you see that what you're doing is wrong?" At this, I laughed whole-heartedly, a sad play on words for the tainted soul.

"Oh Cream. Pure, loving Cream. If you had any idea who I was and why I am doing this, I hypothesize that it would simply drive you insane." With one hand, he pulled out a chaos emerald from within his robe. With the other, he began to remove his hood. "Let's see if I'm right." With a single movement, he pulled back his hood to reveal to the rabbit his features. Cream looked up at him, and screamed. The noise was literally ear splitting, a cry of pure agony from within the depths of the soul. She tried to turn away, but I held her face in place.

"Look at me!" he ordered. "Look at what I am!" His hand began to melt away into a thick, murky goo that made Cream's skin crawl. Pure darkness "Look at me, and become one with me!"

"No," Cream pleaded. "I don't want to!"

"You don't have a choice." The liquid of I's hand covered Cream's face completely, smothering the last of her screams. She struggled for a few more seconds, the chains that held her rattling with her spasms. Then went limp, and her fur turned as dark as I's own. With a flick of his wrist, the chains that held the now dark rabbit ceased to exist. Cream fell to the ground like a rag doll, her entire body unmoving. She sat in a heap, not even breath making her chest heave as her infected heart became caged in darkness. Then her eyes opened, their whites turned black and the pupils' balls of yellow light. A smile so menacing and insane it would make the hardest inmates of an asylum soil themselves spread across her lips. "Oh yes, light hearted Cream," I said, offering her his hand. "Now you will understand."

**This chapters short, but that's because I didn't want to put this at the beginning of anything else. Hope you still enjoy it.**


	9. Chapter 9

The _Highwind_ hovered over a strange construction in a desert of sand. The unnatural formation was a series of metal domes within multiple sets of laser grids. Each dome was made completely of metal, an unfortunate fact that meant any onlookers were blinded by the sun's reflected glare. Each dome was connected by a series of tubes, also made of metal. The insides would no doubt be air conditioned and sheltered from the heat of the desert sun. Robots made from rare and expensive materials patrolled every inch of the perimeter. The settlement even had its own power plant, large chimneys belched out toxic fumes into the atmosphere. It was a conservationist's nightmare. But Dr Eggman had never planned to help the environment when he conquered the world, so why should he start now?

"Disgusting!" Cid muttered. "A mechanical genius and he can't even think of an alternate power source to fossil fuels."

"And this airship is so economical!" Sonic said sarcastically.

"Of course it is! The entire thing is held up by oxygen cleansed from the air, and the propellers are solar powered. Even the computers are powered by the sun. I am perfectly in tune with the environment."

"Whatever you say, gramps." Cid bit down hard on his toothpick to stop a string of swear words erupting from his mouth.

"You're getting irritating, kid," he seethed. "You know that?"

"Getting?" Silver said as he and Espio walked in. "You must have nerves of steel to last more than ten minutes!"

"I resent that," Sonic yelled at the white hedgehog.

"But it's true," Shadow added from his place at the window. Cid, Yuffie and Silver broke out laughing at Sonic's expense.

"You just wait Shadow!" Sonic declared. "I'll get you for this!"

"How about right now?" Shadow turned to Sonic, who grinned and gave a mocking gesture. Before they could start, Espio stepped between them.

"Can you not try to kill each other at every possible second? Our situation is too unstable for us to fight among ourselves." Shadow nodded and turned his back to Sonic, who started making faces. "Stop Sonic." The cobalt hedgehog sighed and went to an available seat to sit down. "Now, we're going to try to infiltrate Eggman's base without a massive robot massacre. Understand Sonic?" Sonic sighed again and nodded.

"Why don't you ever criticize Shadow or Silver for going with the aggressive option over a stealth option? They do it just as much as I do!"

"Because they know when stealth is necessary, unlike you. And they don't cause international incidents involving three countries, a giant drill, two platoons of GUN soldiers and three billion dollars of recovery money from the UN."

"One time in Serbia and you're branded for life." Sonic muttered sourly. "I'm sure Eggy knows we're here anyway."

"No he doesn't!" Cid insisted. "The _Highwind's_ cloaked well enough that no scanners can spot us at this altitude."

"So how do we go in?" Shadow asked.

"Well split into three teams to make sure that Eggman can't escape while we come in," Leon explained. "You and Espio will take the front door, Silver and I will take the side and Sonic and Yuffie will come in through the back." Silver raised his hand like a curious schoolchild. "Yes Silver?"

"What about the roof?" Leon looked confused by Silver's comment. "Dr Eggman usually makes the roof to his 'throne rooms' retractable so he can escape."

"Throne room?" Yuffie giggled.

"Ego problems. Don't even ask." Leon coughed none too politely.

"Back on topic, Cid will be staying in the _Highwind_ to catch anyone trying to escape."

"Getting too old to fight gramps?" The comment nearly made the raccoon blow his top on Sonic.

"Get this ungrateful cretin out of here before I strange him!" he roared at everyone. Leon and Shadow obliged and removed the laughing Sonic as the other followed them to the hanger.

"So how are we getting down?" Silver asked his purple scaled friend. Espio almost smiled.

"That part you're going to like." In the hanger rested six hexagonal prisms with different shaped and coloured lights on their faces. Sonic's jaw nearly dropped.

"Oh no!"

"Oh Yes!" was all he could say as the six of them dropped out of the airship on extreme gears.

Inside the central dome of complex, in a large room with only one chair and a million computer screens, the singe living thing within the entire area sat with his eyes on the monitors. He looked around sixty with a giant moustache and stomach. Beady tinted glasses hid his eyes which constantly darted around in an insane matter and a pair of welding goggles was the only thing that covered his bald scalp. He wore a long red tailcoat with golden buckles over tight black pants. But the most unusual thing about his wasn't what he wore, it was what he was. He was a human, a now nearly extinct race wiped out by the animaloid virus. Soon they would be all gone, their memories overshadowed by the thing that replaced them. Unless this man had anything to say about it.

Ivo Robotnic was a genius, a master mechanic, scientist and geneticist. He'd been born into the greatest scientific community on the Earth, and had grown under the wing of one of the greatest minds in history, his grandfather Gerald Robotnic. He'd seen a world of prosperity and new frontiers for humankind with his family at the head. And then, in the blink of an eye, it was all gone. At ten his uncle and cousin were murdered. Before he reached 20, his entire race was nearly wiped out by the human holocaust that was the animaloid virus. He'd managed to save one city, Soleanna, but he was too late for the rest of the world. So now, for fourty three years, he'd been trying to find a cure to the disease. But to do this, he had to control those freaks that had been born from the virus. Stupid beasts with no sense at all. They deserved nothing but slavery to his superior mind. But every time he tried, that adrenaline addicted idiot Sonic the hedgehog and his friends had stopped him. It was Sonic that had given him the demeaning name Dr Eggman. Maybe it was when he'd started trying to kill them that he as classed as a madman. Not that it mattered to Ivo. When he found to cure to this atrocity he would be heralded as the savior of the world. And then, he would bring a new era to mankind, and era of unrivaled peace and creation and no blue animal freak was going to stop him. Especially now that Sonic was dead.

Dr Eggman was staring at the computers, hands clasped under his chin. Outwardly he appeared calm, but a trained eye could spot the lines of fatigue on his face and heaviness of his breathing. The Heartless takeover had first seemed to be a godsend to the doctor. Their first attack did what he never could; it eliminated the infuriating heroes once and for all. The heartless could have been the perfect troops: powerful, indestructible and mindless. They were even better then his robots, which had the habit of gaining free will and rebelling against him. Gamma, Omega and Metal Sonic were the most persistent of these flawed creations. But these creatures, Gerald's reports had said that they had lost their free will to the darkness, unable to think independently, enslaved to the strongest power. And Eggman was most certainly the strongest. It would have been perfect, if they weren't already controlled by another. The Superior, they called him. He seemed to have no interest but to turn the entire population into heartless for some other purpose. What could have been the perfect dream had become a nightmare. Now even the last pocket of humanity in Soleanna was lost to the darkness, and that meant that a race that had populated the entire earth for centuries ended with him. It was a sad moment indeed.

"Who are you?" Eggman muttered to himself. He was puzzling over the Superior and the band of cloaked figures who worked with him.

"Now if we told you that," someone said behind him. "Then where would the mystery fit in?" Eggman turned slowly in his seat to face two of the figures standing behind him. He noted that the stood no taller than he was sitting. They were roughly the same size as an animaloid. Curious.

"How did you get past my defenses?" he asked calmly. Unannounced entries were common practice by Sonic and co, and Eggman worked hard to never be surprised by anyone coming up behind him.

"We…" The second figure covered the first's mouth before she could finish.

"No pleasantries, XI," she said. "We are here on business for I."

"Loosen up IX. It makes no difference what he knows." Eggman smiled slightly at her ignorance. Didn't she know who he was?

"That's where you're wrong, my dears." The doctor clapped his hands and twenty robot soldiers appeared from hidden alcoves around the wall. "I will be remembering everything you ladies are about to tell me as you beg for your lives. For I am the great Ivo Robotnic, greatest scientist on Earth and none can challenge me!" IX sighed deeply as XI broke out laughing.

"You wouldn't be the greatest man on Earth if you were the last man on Earth. Your own shadow is smarter than you are." IX groaned at her partner as she burst out laughing at her own joke.

"You know, you could have retained some of your self control when you turned."

"And you could have retained that glistening sense of humor you used to have," IX retorted.

"Goodbye, ladies," Eggman said, ignoring their bickering. He clapped his hands and every one of the robots raised their rifle arms. Before they could fire, IX had pulled out two unusual guns from nothing. They were purple and silver and covered with unnecessary points, the largest making up the barrel. Along the hand guard were glowing crystals that appeared to be the guns ammunition. Spinning or her toes, she turned the robots into scrap with a calculated arc of crystals, one shot into each one's processor. It was an amazing show of marksmanship.

"Now Eggman," XI said, taking no notice of IX's show. "We have some information for you."

Yuffie and Sonic landed easily outside the back entrance, leaving their extreme gears outside and got to the door without being spotted by the cameras. Yuffie began tapping at the keypad on the side of the door.

"What are you doing?" Sonic asked.

"What does it look like I'm doing?" Yuffie snapped. "I'm unlocking the door!" Sonic pushed her aside gently and summoned the _Kingdom_ keyblade. Within seconds the lock clicked and the door opened. "Easy."

"This isn't good," Yuffie muttered.

"Why's that?"

"If you can use your keyblade now, that means that there are heartless nearby." Sonic looked lost.

"Isn't Eggman working with them?"

"If he was working with them, would he have built a base that only uses light based defenses?"

"Eggy never has any luck with any of his allies. Maybe he's becoming a little more cautious." Sonic finished the conversation by running forward into the building, forcing an angry Yuffie to sprint after him. Hampered by the heavy keyblade and without his usual supersonic speed, Yuffie managed to catch up to him easily.

"I thought you were supposed to be fast," she jibed to get him back for running off. Sonic made a noise that was similar to a bull when faced with the colour red. His speed was the thing he prided himself on most. Having it insulted was like insulting his birth. "OK, OK, no need for that. Yeesh!"

A few more corners passed, and Yuffie remembered the questions she'd been meaning to ask the blue hedgehog.

"Hey Sonic?"

"Yeah."

"What can you tell me about Maria?" Sonic nearly tripped over his keyblade, having dropped in surprise. "Quietly! This is a stealth mission!"

"Did you say Maria?" Sonic hissed.

"Yeah, so?" Sonic shushed her loudly, looking over his shoulder. "Don't you dare tell me to be quiet, hypocrite!"

"If Shadow hears you say that name, he'll skin you alive. Then he'll skin me for telling you!" Sonic glanced over his shoulder again, checking for the dark hedgehog even though he was nearly certainly on the other side of the base.

"But you didn't tell me," Yuffie said. "I found the picture in his wallet and Silver explained it. Why would he skin you?"

"He'd just think I told you, and that's all he needs." Sonic seemed genuinely scared of what Shadow was going to do to him. Yuffie wondered if she really wanted to know about this Maria person. Curiosity went against caution. Curiosity won by a landslide.

"So who is she?" she whispered to Sonic, not because she was scared but so that Sonic would actually answer her.

"Well," Sonic started as the walked. "She was a friend of Shadow's from ages ago, before the animaloid virus. He was created by her grandfather as a weapon for the government, but he became friends with her. I think she was probably the only person he ever cared for. Soon the government saw no use for him as a weapon, but to stop anyone trying to misuse his powers they decided to terminate Shadow and anyone involved with the project."

"Terminate?"

"Murder, eliminate, take care of, whatever you want to call it they killed Maria and everyone else Shadow had ever known. Maria saved her hedgehog friend and…"

"Wait, he wasn't a human as well?" Sonic thought for a second, confused again.

"No, he was always a hedgehog. Why does it matter?"

"That means that he was an animaloid before the virus struck."

"So?"

"He was the first animaloid."

"Is this going anywhere?" Yuffie sighed.

"It means that ROBOT!"

"How the hell does it mean…?" Sonic stopped as a rocket whistled past his face. Without paying attention to what they were doing, the two intruders had walked straight into the path of a robot patrol. Sonic grinned happily.

"Finally, some action I'm used to!" Holding _Kingdom_ at the ready, he charged headlong into action.

Espio and Shadow moved quickly and quietly through the empty corridors. The lack of any intelligence in the robots meant that getting around without setting off any alarms a breeze. It was all basic laser traps and unemotional droids that could be leapt over or simply warped past. In less than ten minutes they were at the point that Espio had specified the others to meet at.

"Eggman's getting repetitive," Espio muttered. "He usually at least puts in some new trick with a new base."

"The doctor wasn't expecting us to arrive," Shadow said in a monotone. "He thinks we're dead. Just like he thinks everyone else is dead. He's right, isn't he?" Espio's eyes widened, millions of possibilities flying round in his head all out voiced by a single scream dread.

"You knew?!" Shadow nodded, no type of emotion breaking his eyes or mouth. "Oh God, I'm sorry." Shadow shook his head.

"You didn't cause it, so the blame is not yours to shoulder."

"How did you find out you find out? Who gave it away?"

"You did, when you broke your own rule. You showed your emotions, even slightly. Every time Sonic mentioned anyone we knew, you flinched. You silenced anyone who tried to speak when their names came up. When did you plan on telling us?" Espio fell against the wall, sliding down to the floor.

"I don't know," he admitted. "You three were supposed to have died in that battle in Station Square. Sad as it is, now I kind of hope you did. I never thought you'd turn up again, so I never thought about how to break it to you. I just couldn't bear to see what would happen when Sonic and Silver heard that everyone they cared about no longer exists."

"Their shoulders would slump, their head would fall, part of the light in their eyes would go out. That or their fist will clench and all their soul would become consumed by a one single minded hunt for revenge. In the end, they would either be left as a weeping heap or a monstrous combination of hatred and agony. Neither is a desirable sight." Espio looked at Shadow and understood instantly.

"How can you cope so easily?" Espio asked. Shadow shrugged.

"You learn to forget emotion after a time, then when sadness strikes you are no more affected than a robot is. If the price is a few happy days, so be it. How are you going to tell them?" Espio gave a weak chuckle.

"You aren't going to help me with this, are you?" Shadow shook his head. "Very well, I'll tell them after we confront Eggman. Hopefully one of us dies before then." The joke was weak, even to the ninja's own ears. Jokes hand never really been his style.

"Does the Doctor know?"

"I would believe so. If not then he assumes, and with a man as smart as Eggman that's enough of a problem!"

"Make sure he doesn't tell them. It's one thing to hear this from a friend, but it will be a thousand times worse if they hear it from an enemy and thinking your friend kept something from you. Make sure they hear it from you. At the moment, doubt isn't something we want in their hearts."

"But if they find out at all, then they are at serious risk of being taken by the darkness. Isn't it better if they don't know at all?" The comment wasn't meant to, but it broke Shadow's charade of calm instantly.

"Listen to yourself! Of course it would be better if they never knew, but that isn't going to happen! Stop making excuses and do your duty. Or is your honour forfeit?!" As intended, the Shadow's challenge changed Espio's entire attitude instantly. He leapt up, drawing a knife off his belt and got within a centimeter of Shadow with the weapon, his mouth a hairs breath from Shadow's ear.

"You may have every rite in the world to insult me Shadow. You may know exactly how I feel. But don't you dare question my honour on the basis that I won't destroy someone's innocence. I still have a heart! Understand?" Shadow nodded, no signs of any sort of disapproval or surprise at Espio's reaction. In fact, Shadow seemed to have been expecting it, as his crimson eyes revealed. It was at that moment that Silver and Leon decided to arrive.

"Sorry we took so long, we had to wait for some…what's going on?!" Espio sheathed his knife again and stepped back from Shadow, his features returning to normal.

"Nothing Silver, forget you even saw it." The chameleon noticed that both Silver and Leon hadn't drawn their weapons. "Didn't you need to fight either?"

"That's what Silver was trying to tell you," Leon said exasperatedly. "We had to wait as a platoon of robots came past us fully armed."

"Which way were they headed?" Shadow asked. The lion pointed in the direction of the back of the complex. "Where did Sonic and Yuffie enter from?" Espio palmed his head.

"By all that lives, that girl is impossible!" Just then, Sonic and Yuffie entered. Sonic jacket and jeans were stained with motor oil, his quills slicked back even more then usual. A few tips of his clothes were singed and some stray pieces of metal had caught in his exposed back spike. A childish grin was spread in his mouth, showing gleaming teeth that contrasted the rest of his dirty body. Yuffie, on the other hand, looked tired and mad. She walked up to her sensei and went to slap him, except he caught her hand.

"He's a madman! He is insane. He attacked them before they even saw us! It was just so stupid!" Everyone glared accusingly at Sonic.

"Great work Sonic," Silver said. "Two days and you've scarred her for life."

"I needed to do something normal in this hellhole of an experience. Sue me if that was destroying Eggman's robots." Yuffie came over and kicked him in the shin, hard.

"I'll consider it."

"Now that everyone's here, can we continue?" Espio nodded, and Sonic led the group into the throne room.

Dr Eggman sat listening intently to what the two black clad females were saying. As a sign of friendship, their leader had instructed them to explain everything about the heartless and hearts so that the doctor was on a level playing field with them. Much of what they were telling him about the heartless, about their formation and powers, made scientific sense. The presence of hearts in the universe explained so many of the flaws in all the attempts made to simplify the universe. These 'hearts of worlds' as they were called could accomplish anything, if they were used correctly. Harnessed, Eggman could finally cleanse the world of those infidels of his genius and finally resurrect the human race. It was perfect, better than perfect. Now all he needed to do was get these intelligent heartless to allow him to use that power.

"So," Eggman muttered. "The heart of the world has unlimited power."

"Nearly," IX replied. "It has the power of at least four generations of life energy at the moment, if the Superior is right. I believe that that is more than enough for whatever we would want to do." Eggman raised his eyebrow at the use of a group pronoun including himself. He wasn't working with them just yet.

"But what use does this Superior person have for all that power?"

"Ah ah ah, no guessing," XI said cheekily. "You only get one answer at a time Eggy." Eggman and IX both glared at XI, but for completely different reasons.

"Do we have a deal, Dr Ivo Robotnic?" the serious IX asked.

"Well…" Suddenly, the door opened, and the last person Eggman had expected to ever see again waltzed in.

"You see!" Sonic exclaimed triumphantly, pointing at Eggman and the cloaked figures. Shadow, Silver, Espio, and a mouse and a lion that Ivo didn't recognize followed him inside. "I told you they were working together!" Dr Eggman was shocked, to say the least.

"Sonic?! How did you survive?!" he exclaimed. "Can nothing kill you?!"

"After what I just saw I highly doubt it," the mouse muttered.

"We're not going to let you destroy the world with the heartless. We'll stop you first!" Eggman looked at the hedgehog with uncharacteristic confusion.

"What are you talking about?"

"That's what you're planning this time, isn't it?" Sonic's one minded determination to prove him guilty surprised Eggman for the first time, probably because this was the first time he'd been convicted while he was actually innocent.

"Of course not you fool! I want to rule the world, not destroy it. It's Organization XIII that's doing this, not me!"

"Who the hell is Organization XIII. Start explaining yourself Doctor!"

"I can do that," XI said. She was standing next to Eggman, one hand on his back. "We are Organization XIII, a group of like minded people with a common goal. We are not working with Eggy here on anything. Our Superior sent us here to do two things only." A worm of doubt began digging itself into Eggman's head as he saw what he though was a smirk under the woman's hood. What was she doing? "The first was to make sure that you three are captured." She pointed to the three hedgehogs. "And the other, was to do this!" Without moving, XI's hand extended into a blade of darkness, going into and through Eggman's chest, the deadly shadows seeping into his body. The old human's body convulsed violently. Through the shock, Ivo could feel the energy feeding off the hatred and despair in his heart. It was like a demon eating at his soul. But there was something else, something that to his was far more terrible. He was feeling himself growing shorter. The hair on his arms was growing longer, changing colour into the same brown as his moustache. In fact hair was growing everywhere. A second of sane thought made him correct himself. It wasn't called hair, it was fur. Despair rode through the elderly doctor as he realized what was happening.

"So the heartless carry the animaloid virus," he heard IX say as if from a long way off. "Most interesting." Ivo roared as he felt quills rip out from his hairline. He knew that now he was becoming an echidna, and would no doubt resemble the gullible Knuckles. He was turning into a monster, but for some reason it didn't matter to him. It was as if his heart was no longer in it. The body didn't actually feel that bad to him, and he didn't feel any dumber. Maybe, everything he'd spent his life hating wasn't so bad after all.

With that revelation, a brain of 300 I.Q shut down.

**A chapter over 4000 words, that's a new best. Hope everyone likes this part. Antares out.**


	10. Chapter 10

Sonic could do nothing but stare as his nemesis of years turned first into an echidna, then began to grow into a monstrous dark mass. Sonic watched as the heart of a man whom he loathed above all was torn from his elderly body. It wasn't that he cared for the old man; he hated him with every ounce of feeling in his body. But even someone who had spent his entire life making other's feel terrible didn't deserve something so…terrible.

XI laughed insanely as Eggman's altered face disappeared into a well of dark matter, the moustache the last recognizable piece of him to melt away. All that was left now was a bubbling, moving puddle of darkness. Behind her, IX formed a dark portal and began to walk through. She motioned for XI to follow.

"Time to go." XI shook her head.

"You honestly think I'm going to leave without watching what's about to happen? Not a chance!"

"We had a job to do. It's done. Time to go." IX covered any impatience very cleverly.

"No harm in a little extra fun." She waved her hand over the dark mass that was all that remained of Dr Eggman. "Capture the keyblade bearers and kill their friends." A tendon of darkness came up from the puddle and seemed to nod to the cloaked female. Without further warning, the darkness formed into a wave and rushed towards the living beings. The movement broke their horrified trance and mouse, lion, lizard and hedgehogs dived back through the door, followed by the murky tide and the hysterical female. Unlike their entry, no one took any care to dodge alarms, and after the first few corridors machines were lining their path like sewer rats in a gutter. Not that any of them lasted long, as they were swept away by the ever swirling waters of shadows.

"Head outside!" Espio directed as they rounded another corner. "We'll have a better chance in the open!" The other's nodded, seeing the sense in the plan. Espio snuck a glance over his shoulder. The waters of darkness were gaining on them, and what's more, they seemed to be getting bigger.

_"That doesn't make sense!"_ he thought. _"All the research we have points to Heartless having a set size!"_ Spotting a break in the peaks of the waves, Espio took the chance to peek over the waves, thinking that XI or IX must be doing something. Sure enough, XI was running after Eggman's heartless, waving her arms in a constant motion. Other heartless were appearing from dark portals either side of her and diving into the sea of gloom, being absorbed into the form. _"So that's it! She's feeding it! I have to stop her!"_

Espio and the others finally reached the front door, a giant mech blocking their path. Ignoring it, Sonic opened the door and they ran past, dodging the guard's strikes at them. Seconds later, the robot was smashed through the door by the now truly humongous heartless that was following them. It flowed out onto the sands of the Sahara and began spreading, confused by the sudden open space. XI came out laughing, followed by a reluctant IX.

"They're that way," XI said, pointing in the direction Espio and the others were. The monster moved towards the sound of its master's voice. "No you mindless fool, that way!"

Espio turned to the lion beside him. "Leon! It can't see! Use Sonic and Shadow to destroy that heartless. Silver, Yuffie and I will take care of the leaders!" The liquid heartless moved at the sound of their voices, flowing towards the group. On Espio's direction, Silver and Yuffie split with Espio and advanced on the two cloaked figures while Shadow, Sonic and Leon surrounded the heartless.

"Keep separate," Leon told the others. "It can't attack all of us at once." As if just to prove him wrong, the heartless shot tentacles of darkness at all three of the separate targets. Shadow and Leon dodged the strikes, but one of the tentacle caught Sonic. It wrapped itself around him, attempting to squeeze him to death like a snake. A quick swing of _Kingdom _was all it took to get rid of it, and Sonic dropped to the ground.

"I don't think that's going to work Leon. Any other ideas?" Leon already had his phone out, hitting one of the speed dial numbers.

Hovering above them in the Highwind, Cid was lying back in his chair, staring at the roof chewing his toothpick. His mind was in deep contemplation over one topic: should he do it. He's promised Espio that he'd quit, but would Espio ever find out? Highly likely. The chameleon would be able to smell the scent a mile away. He could say he'd been burning some records and…no. Espio would start asking questions, and he knew that all Cid's records were kept on his hard drives, so what was there to burn. No, Espio would find out for sure. Cid's stomach grumbled hungrily. Ah, screw Espio. What could he do anyway? Reaching under his pilot's seat, the raccoon pulled out a hidden packet of expensive Brazilian cigarettes and a lighter. One quick smoke to calm his nerves wouldn't hurt him, whatever science said. Pulling out his favourite cigarette holder, Cid began to light up. The unexpected rattle of his mobile just happened to ring at that exact moment, causing him to jump and drop his lighter on his pants, burning a neat hole in one of the legs and singing his fur. Swearing violently, the raccoon pulled his phone out of his jeans and answered it.

"What the hell are you calling me for…" He checked his caller ID. "Leon. I was just getting to sleep," he lied.

"You're supposed to be watching, not sleeping," the lion scolded.

"So you're calling just to tell me off. What are you, a wannabe mom?"

"Take a look out your window." Cid did so, and finally noticed the mass of dark sludge outside the complex, surrounded by the smaller figures of his friends.

"What the hell is that thing?" Cid gasped.

"A heartless. I need you to use the _Highwind_'s artillery on it. Can you accomplish that?"

"Yeah, yeah, just hold on a second," Cid grumbled. Tapping a few keys on his keypad, he made a targeting screen appear in front of him. Another few clicks and all the airship's guns were locked on the target. There was a steady grind as the ship's massive weaponry moved into place. "Ladies and gentlemen," Cid said in an imitation of a NASA speaker. "I suggest you stand clear."

"Understood!" Leon looked around for where Sonic and Shadow were. Sonic was clear, but Shadow was taking a heavy beating as the monster focused all it's attention on him. _Oblivion _looked like a constant wall of spiked metal as Shadow swung it in front of him to defend against the torrent of strikes that the heartless was sending at him. Leon pointed with his gunblade at the creature and fired a few shots. He didn't expect it to do anything, but it did distract the creature long enough for Shadow to get clear. Now the flowing mass was focused on his position, but it was too late for it to do anything. With a rumble like thunder, a good fifty different missile tubes, laser cannons and bomb launchers fired their loads into the seemingly unnatural black beast. The heartless screeched high enough to shatter glass as the weapons tore into its body. It was like a harmony of angels to the desperate lion's ears. A smile almost touched his stiff lips as the last of the explosives hit their target.

"Wahoo!" Cid yelled. "Take that you freak!" The smoke cleared, revealing the parts of the heartless splattered everywhere like a burst water bomb. Seeing that the coast was clear, Sonic began running over the ground zero to reach where Silver and the others were fighting the cloaked figures. But, as he crossed, Leon saw the globs of darkness started to move again, moving towards the cobalt hedgehog.

"Sonic, look out!" he called. Sonic stopped at his name, allowing himself to be struck senseless by one of the globs. Sonic flew a good thirty meters before face planting into the ground and sliding another ten before coming to a stop at Shadow's feet. The crimson streaked hedgehog looked down pitilessly at Sonic. Sonic looked up, his face covered in dirt except for his smile that continued to shine through.

"Anyone got a plan B?" he asked.

"I will never understand you," Shadow muttered and ran back at the heartless.

_Oathkeeper_ sliced through the air as Silver swung at his cloaked opponent. XI flipped back to avoid the swing, her feet striking at Silver's face at the same time. Silver dodged the kick by doing a handspring backwards, and then sprinted forwards to attack again. His silver keyblade split only air again, and he felt a palm strike his temple. He stumbled back, taking a kick in the chest and another hit to the head before managing to counter attack. XI simply jumped out of range again, laughing at his incompetence.

"Is that the best the great savior from the future can do?" she mocked. "I've seen a rock fight better than that!" Silver charged forwards again, swinging cuts left, right and centre. XI didn't even stumble as she swayed past each attack.

"Why are you trying to kill the entire planet?" Silver said as he attacked. "What would you gain from destroying the world?"

"Destroy it?" XI replied with fake surprise. "We haven't destroyed anything. All we have done is shown Earth the true way to power. We are the liberators of these foolish people who inhabit this planet. They have seen and accepted, and soon you will too." As Silver did a massive straight cut, XI stepped aside and placed her foot on top of the keyblade, trapping it. Her right hand began to melt away into a spike of darkness. Silver, predicting what was to come, let go of his weapon and rolled aside just as XI sent the spike through where Silver would have been. She began laughing again, infuriating Silver.

"You're not a liberator," he fumed. "You're a monster, that's all! A monster and a freak!" XI stopped laughing, her head dropping below her hood.

"I never thought you'd be the one to call me that, Silver." Her fist clenched by her sides. "You're no better than they were." Her hands snapped out to her sides, palms open. Darkness and fire began to spin around in her hands, until it formed into two wickedly spiked wheels of twisted metal. Chakrams. "Well, I'll show you!" Armed, XI ran towards the white hedgehog, throwing one of the chakrams in his direction. Flames licked along the weapon's edge and Silver escaped losing his arm by microns. A second flaming wheel bounced off the sole of his boot. Thinking fast, Silver managed to run back to retrieve _Oathkeeper_, but had no chance to prepare any sort of plan and XI continued to pound him with attacks with a vengeful enthusiasm.

IX was facing off again Espio and his student, having not nearly as much success as her partner. The two ninjas moved around her slowly, armed with their shrunken. They moved separately, making IX aim only one of her crystal guns at each of them.

"You can't defeat me Espio." IX said dryly. "Just accept defeat and release this meaningless hope you cling to."

"Yuffie, disappear!" Both the mouse and the chameleon faded from sight. IX sighed.

"You are so predictable Espio. I had a plan for this."

"Then use it," Espio's voice said, the sound disorientating as it seemed to come from no discernable source. "Once it fails I will avenge my friends." IX shrugged in a bored manner. Raising her guns, she did a full turn while firing, sending a bolt into every area the two ninja's could be on the ground. Finishing her turn, she glanced around. Yuffie had reappeared, clutching a bolt in her leg. IX allowed herself a small smile as she scanned the area for Espio. The purple lizard was nowhere to be seen.

"Looking for me?" IX heard the voice above her, followed by a large shrunken embedding itself in her shoulder. She hissed slightly as Espio landed in front of her.

"Very astute, Espio," she said. "You managed to dodge my spin. But a bad arm won't stop me." She raised the gun in her good arm, but Espio was already pulling two kunai from his belt. With one swift movement, he knocked the gun from her hand, and pushed one of the knives up into where her throat should be. IX stumbled back a few steps, gripping at the knife, although no blood came from the apparent wound.

"My honour dictates that I offer you this chance to surrender," Espio said emotionlessly. "Do you accept?" IX appeared to ignore him, finally getting a grip on the kunai. In one pull, she removed the blade from below her hood, which had still remained undisturbed. The blade was coated in a black blood-like substance.

"I'm afraid I must decline." IX raised the knife as if to throw it at Espio, then saw Yuffie limping to her opponents left. Without any sign of enjoyment, she threw the kunai directly at the wounded mouse. Predicting this, Espio jumped up, catching the blade by the sharpened edge. He winced slightly as his own weapon cut into his right hand through his glove.

_"That'll teach me to sharpen it so often!"_ he thought, and then he realized he'd just made a joke to himself. _"That's just dang weird. Wait, what the hell am I saying?!"_ Espio looked at his hand, and saw the dark substance from IX seeping into his blood. _"Oh crap!"_ Espio knew what had happened. The heartless IX's DNA had bonded to his knife, and was now jumping from the blade into his bloodstream. If the infected blood reached his heart, he too would become a heartless. He had to stop the flow of blood as quickly as possible.

IX took no notice of his predicament, proceeding to recall her gun and begin firing again. Espio rolled and, gripping his upper arm tightly, tried to think of what to do. One option was severing his entire limb, but that was a bit drastic. He couldn't remove the infection either, it was moving too quickly. Espio spotted a lone sentry tower and dived behind it, the tower's side soon filled with deadly crystal bullets. Espio looked at his hand, seeing that already it was turning black, with the darkness moving from towards his elbow. He had to block the infection from reaching his heart. Block? That was it! As quickly as possible, Espio removed his scarf and began to knot it around his upper arm. Too late for the rest of the limb, he had to save what he had. Espio watched as the darkness began to move up his, racing along the veins to his heart. His ears heard IX's muffled footsteps as she moved across the sand to resume her assault. It was going to be a close thing. The purple chameleon grunted as his scarf bit into his arm, tight enough to touch the bone. Would it be tight enough? Espio held his breath as the darkness came up his arm, reaching his shoulder…

And stopped.

The ninja would have sighed, but he didn't have time as IX came round his cover. A well timed jump was all that saved him from becoming a human pincushion. Espio stuck to the wall, hanging above IX, forcing her to look up at him.

"Give up Espio," the feminine marksman said. "Stop this senseless fight and become one of us. Look, you're already halfway there." She pointed to his now jet-black right arm. Espio made an angry noise deep in his throat.

_"Give into your emotion,"_ a voice whispered to him. _"Let you're anger obliterate your enemies."_ Without his permission, his body obeyed, jumping down from the wall right in front of IX. Surprise gave Espio the edge, and he slammed his right arm with strength he thought he'd never have into her gut. The off guard IX was thrown back like a ball, crashing hard into the ground far off. Espio would have chased her, but a burst of light from back where he'd left Leon to fight Eggman's heartless grabbed his attention.

_A few minutes earlier._

Sonic motioned for Shadow to join him where he was sheltering from the heartless behind the remains of the giant guard mech from the door. The other hedgehog ran over to him, jumping a few strikes the heartless made with ease. Once over, he faced his cobalt copy with an expectant eye.

"What?!"

"I want to get into the centre of that thing." Shadow looked at him like a maniac.

"Why?"

"That thing is run by the doctor's dark heart, isn't it?" Shadow nodded. "Well if I get a hit onto the heart with this…" he held up his keyblade. "Then it will…" Sonic stopped as the heartless attacked again, this time throwing its entire body towards the two hedgehogs. Grabbing Sonic in a headlock, Shadow sent a massive burst of air from his shoes; rocketing the two of them high into the air straight above the doctor's heartless as it tore through the robot's remains. Without a word of warning, Shadow grabbed Sonic's arm and flung him towards the centre of the mass. Understanding that Shadow was carrying out his plan, Sonic readied _Kingdom_ to strike. He impacted on the heartless hard, but he'd expected to be able to walk on the monster's hide. What Sonic had forgotten was that the heartless wasn't solid. With a sort of splash, Sonic was sent into the centre of the dark mass.

_"Oh crud!"_ Inside the creature, Sonic was blind. It was pitched black and on top of that he felt like he was swimming in the middle of the ocean. _"Water! I hate water!"_ In his panic, Sonic tried to take a breath, and found that he could. It wasn't water, or any other sort of recognizable liquid. Maybe it was a sort of liquid darkness, Sonic thought. It wasn't a pleasant thought. As Sonic floundered around, he began to hear things. Voices, disjointed and unrecognizable but definitely intelligent, talking at him.

_"Help me……we can't escape……what is happening……who are you……what are you doing……stop this……let me go……please……don't…" _Sonic felt something brush against him, and he swung his oversized key to strike it but hit nothing.

"Show yourself!" Sonic yelled into the abyss. In answer, a great light appeared in front of him. It looked like a glowing heart as big as Sonic and Shadow back to back. Around the heart was a cage of dark bars, holding it in place. Every time the heart seemed to beat, the bars contorted around it, stopping it from moving.

"_This is it!" _Sonic thought. _"I destroy this and the beast will die!"_ He began to move towards it, but as he did someone appeared in front of it. It was a dark furred echidna with short quills and a big coat with oversized buttons and tight pants. Welding goggles were stuck to his head and a small moustache was sprouted around his upper lip. It took Sonic a few seconds to realize who it was.

"Eggman?!" The echidna didn't respond, but floated silently between Sonic and the heart. "Get out of the way! I'm going to destroy the heart" This time the animaloid did respond, slowly shaking his head.

"_Unlock,"_ one of the voices whispered. Others began to join it. _"Unlock……Unlock……Unlock…Unlock…Unlock…Unlockunlockunlockunlockunlock."_ Sonic spun round trying to strike the voices down, but nothing stopped. Deciding to try for something he could see, Sonic ran at the heartless echidna of Eggman. Eggman simply floated away from his attack. Around him, one consciousness was becoming dominant. Ivo Robotnic's. His memories, feelings and emotions were starting to sink into Sonic. His hatred, fear, desperation, despair…love?! Sonic was feeling everything Eggman had ever felt, and he didn't like it. He was sharing a mind with your worst enemy.

"Un…lock," the heartless said with the old doctor's voice and pointed at the beating heart. Sonic ignored him, jumped and did a tornado spin with _Kingdom_ in his hand. Heartless Eggman simply pushed himself through the strange liquid and the attack missed. Infuriated and disorientate by the doctor's emotions, Sonic tried again to hit Eggman recklessly, again proving to be a futile effort. "Unlock."

"Shut up!" Sonic yelled. Taking a windup, he threw the key like a boomerang at Eggman. The heartless dodged easily…

And the key struck the beating heart behind it.

The bonds around it disappeared instantly, allowing the heart to float away into the sky. As it broke the beast's surface its light flooded everywhere, melting its prison of a body away. The exhausted Sonic fell to the ground hard as what was holding him up was rendered to nothing. He looked up, and saw the heartless Eggman standing over him. Sonic tried to raise _Kingdom_ to defend him but his arms were too weak to even do this. The heartless came closer to the helpless hedgehog. But he didn't attack. Instead, he spoke.

"Thank…you…Sonic." The heartless appeared to smile happily. A wind picked up and his body began to float away, piece by piece, until only the smiling face was left. Sonic looked at the transformed face of his arch nemesis, the one he'd spent his life despising, and smiled as well.

"So long eggy," he muttered. Then he fainted.

Over to the side, Silver and XI had stopped fighting to watch the glowing heart float away. Silver grinned at the cloaked female, pointing with his keyblade.

"I guess that means we win." XI shrugged.

"For now maybe. How many of them do you think we can create? Five hundred, five thousand, millions, a billion? How many do you think you can defeat?"

"I'll defeat you now, and then there won't be any more, ever!" XI caught Silver's horizontal cut with her chakrams, laughing uncontrollably.

"Oh Silver," she said as he swung at her head. "You're so naïve!" The comment his Silver like a punch, literally knocking him backwards.

"What did you say?!" But the heartless was already summoning a dark portal to escape through. "Wait! Who are you? What is you're name?!" The heartless stopped for a second, one foot through the portal.

"My name, Silver, is Zeblax," she said. "Got it memorized?" She took another step, and disappeared from sight.

**Yes, I realized I missed my last update, I'm sorry. All my writing time was taken up by study for end of year exams. On top of that I had monster writer's block. But here you go. Hope everyone enjoys this. Antares out!**


	11. Chapter 11

The heroes met up again in the room they'd seen Eggman dematerialize in. None of them really wanted to be there, it was sort of haunting knowing someone had basically died there, but they needed Eggman's records, and this was the best place to start looking.

"Where do we…?" Leon asked as Espio, Yuffie and Silver walked in.

"What happened to your arm?!" Sonic blurted out. Espio's entire right arm was bloated out of proportion, completely black with the veins, now purple, standing out on bulging flesh. A strip of fabric near his shoulder separated the black, rotten looking flesh from his normal purple scales. Espio looked down for a second at the mutated limb, then up at Sonic with a blank expression.

"It's nothing," he said emotionlessly. "I got a slight infection from IX when we were fighting."

"Slight?" Shadow said. "You need to have that checked out. It could be dangerous."  
"By who?!" Espio snapped, showing his anger. "If you didn't notice the last person with the title 'doctor' got taken over by a monster a few minutes ago." The rest of the group looked stunned at Espio's outburst. It was very out of character for him to do anything like that. Espio noticed their faces. "Sorry," he mumbled. "I'm not quite right at the moment." Leon looked at him peculiarly, and then looked at Yuffie. She shook her head sharply, making sure Espio didn't see her do it, and Leon changed the subject.

"Did they get away?" Espio nodded, regaining his composure.

"IX and XI got…"

"Zeblax," Silver interrupted quietly.

"What?"

"XI's name is Zeblax," Silver said. The white hedgehog looked shaken, not quite himself. Had he been infected as well, or was there something else on his mind? "She told me it before she left…" Silver looked like he was going to say more, but didn't.

"And?" Sonic asked his future friend. Silver shook his head.

"It's nothing," he muttered. "Nothing important." He turned to the purple chameleon. "Do we have any ideas where the doctor's records on the heartless or his connection to GUN would be?" Espio nodded.

"Eggman would keep a link to all his files in his main control hub," he said. "That would be here." The chameleon walked over to Eggman's throne, spotting the holographic keyboard that was floating there. The keyboard was comprised completely of light detectors launched from a camera. When one of the detectors was blocked it would signify this as touching the keys. It was very useful, but also confusing for an amateur to use. Espio went over to it, and made the movement of touching a few keys. A screen lit up, showing the cameras around the complex. Espio grinned widely. "Perfect, he didn't have time to lock it!" Yuffie looked at the grin like it was a manifestation of darkness.

"Sensei?" Espio looked at her, noticing his grin, and wiped it away. Sonic groaned.

"You could have at least let me take a picture of it," he wined. "Do you know how rare it is to see Espio smile like that? It's like a one in a million chance. One in a billion!"

"Shut up," Shadow told him firmly. Sonic gave him a shrug and did what he was told.

"Now where would the records be I wonder?" Espio muttered to himself. He hit a few keys, initiating a search on the word _Heartless_. The computer beeped encouragingly, showing a list of references. "Perfect."

"What's that one?" Shadow pointed at one of the larger files. It was listed as being last edited by a G. Robotnic. "That looks like it could one of Gerald's reports." Espio clicked on it. Immediately, the screen flashed red and a password box blocked the screen.

"Type in the password," a recording of Eggman's voice said in his annoying tone. Sonic shuddered at hearing the doctor's voice. It just served as a reminder of what had happened. Espio noticed this, and felt a pang of guilt. If this was how Sonic reacted when his worst enemy died, how would he react when he found out his entire world, every person he'd known and loved, were…?

"Try the universal GUN override," Leon suggested. Shadow looked at his curiously.

"How do you know those codes?" he asked the lion. Leon shrugged.

"I'm a GUN agent. It stands to reason I should know the codes." Shadow raised his eyebrow.

"You're GUN?" Leon nodded and turned away, obviously ending to conversation. Shadow shrugged, knowing he'd find out eventually. Espio typed in the code, and the laughing Eggman symbol that the doctor had used as his signature wiggled on the screen.

"Incorrect," the computer said in Eggman's voice. "Try again."

"What about the hacker's code?" Yuffie offered. The Sonic and Silver gave her questioning looks, and Espio explained.

"It's a special code computer hackers use to break down computer defenses. The word releases a virus into all systems that attacks the locks on programs. It sometimes risks damaging the data, but I think it's worth a shot."

"What is the code?" Sonic asked curiously. Espio and Shadow shook their heads in unison.

"Giving you a code like that would be classified as a crime by most countries Sonic." Shadow said. "It would be like giving a terrorist the detonator to a bomb." Yuffie and Silver laughed weakly, but their hearts weren't in it.

"Whatever, I'll just get the code off Tails later." At the kitsune's name, Shadow shot Espio a threatening look, making the ninja cringe. Sonic saw this, but took no notice. Shadow made everyone cringe. Why was Espio any different? Recovering from Shadow death look, Espio typed in the code, moving his hands quickly so that Sonic couldn't make out the digits. On the computer screen, a pixilated purple knight appeared. It looked like a character from an old video game. A very old video game. Shadow raised his eyebrows skeptically , and Espio shrugged. He hand no idea what was going on either. It waved its sword in the air and began running like he was on a treadmill until a locked door appeared in front of him. The knight ran towards the door, but an old style Egg Pawn appeared in his way with one of their long lance weapons. The knight charged at the robot and swung its sword, which the pawn blocked with its pike. It did a few more attacks finally disarming the pawn, proceeding to destroy it.

"I guess that means we're in," Silver said. "Pretty weird hacker's tool Yuffie."

"This didn't happen the last time I used it!" the mouse protested, watching the screen. The little knight walked up to the door, slashing the door open one stroke. The door flew open, knocking the knight back. Out of the door came another Egg Pawn, this one holding a laser bazooka. It took one shot to blow the knight to smithereens. Again, the laughing Eggman face appeared on the screen.

"Too back, Hacker. One try left."

"What does it mean one try left?" Yuffie asked. "One try left or what?"

"Let's not find out," Leon suggested. Everyone agreed unanimously. "So, anyone got any ideas on the password?" Sonic and Silver shook their heads, so did Yuffie and Espio. Shadow was staring at the screen, scratching his chin. "Shadow?"

"Gerald," Shadow said, nearly silently. "Were you really that simple?"

"Shadow?"

"Try Maria." Leon gave him a curious look, Yuffie and Silver gave him a surprised one, and Sonic and Espio understood.

"Why the hell would the password be Shadow's friend?" Yuffie asked.

"Because his friend just happens to be Gerald's nephew and Eggman's cousin," Espio said. "He's used it before."

"And as we know, Eggman is chronically repetitive," Sonic finished. "Give it a try." As Espio typed in Maria's name, Shadow looked hard at Yuffie.

"How do you know who Maria is?" he asked. It was an innocent enough question, but innocent wasn't a word that could describe Shadow, under any circumstances. Yuffie looked away instantly, mumbling something too quietly for Shadow to hear. "What was that?"

"Found her picture on the ground," she mumbled. "Looked her up."

"I see." Shadow glared at Sonic, completely without reason. The moment Shadow's back was turned, Sonic mouthed 'told you' to Yuffie. On the computer the spooky smiling Eggman appeared again.

"Damn i…" Espio nearly swore.

"Welcome doctor," the computerized Eggman said. "Your files are open."

"Phew!" Espio started searching through the files, everyone else staring intently over his shoulder. They were research documents as Shadow had suspected, containing files listed as experiment results, personal notes by Gerald, even a few video files.

"This is it," Silver whispered excitedly. "This will tell us how to beat the heartless!"

"Could tell us how to beat them," Shadow corrected. "Don't get your hopes up yet."

"Lighten up Shad," Sonic said. "We've finally found something! Live a little, will ya!"

"Quiet," Espio hissed. "I'm trying something." The chameleon moved over to one of the video files and hit the open button. A large, full screen picture of an old human man incredibly similar in appearance to Eggman appeared. He had the same oversized moustache, the same bald head, he was even wearing the same style of tinted glasses that Eggman used. He was wearing a white lab coat and appeared to be happy.

"Gerald," Shadow muttered, staring intently at the screen. His beloved creator, the one who had given him life, was once again before him from beyond the grave. Despite the emotion he was feeling, the Ultimate lifeform kept his face completely neutral. No point in showing the others what he was feeling anyway.

The doctor appeared to be standing in a lab of some sort, with a source of extreme bright light off to his left. The light seemed to obscure part of the picture, but Gerald didn't shade his face from it, as if the light cast no glare onto him. The old doctor cleared his throat, and began to speak.

"_Fourth of November, 1953,"_ he stated. His voice was exactly how you expected an old man to sound: slow, deliberate, and careful. _"My team and I have discovered something truly incredible. Going off the old painting we uncovered in…" _There was a fierce burst of static, blocking off whatever Gerald said next.

"Damn!" Espio swore. "The file must have some damage!" The static stopped and Gerald continued.

"_The directions were correct! Once we aimed our tool towards the Earth's core, we were able to uncov…" _Another burst of static, accompanied by seething from Espio. _"of the world. It appears to be a glowing mass made from some unknown luminous matter. We've run some test on the substance, mainly its power output. The results…_Scchsh_… impossible. It's like nothing we've seen before. If we could harness this sort of power, then anything could be possible! Unlimited energy! No more harmful chemicals to fulfill man's desire. We could even resurrect the…"_ There was another interruption, but this time it wasn't static. Something had made a crashing sound inside the video. _"What was that?"_ The Gerald on screen walked out of sight. _"Ivo, Ansem! What did you do?!"_

"_Sorry grandfather," _a younger voice said. Two young human boys walked across the screen. They were both the same age, around ten. One had brown hair, the other was blonde.

"_What happened?"_ the Gerald off screen ordered.

"_Sorry Mr Robotnic," _the blonde said._ We accidentally knocked over one of…" _More damaged tape cut out his next words.

"_What have I told you about playing with the equipment, boys," _Gerald said in a scolding tone. _"You know it'd dangerous! Ivo, where is your cousin? I thought I told her to watch you two." _The brown hair boy looked like he was going to answer, when there was the sound of a door slamming.

"_Ivo! Ansem!"_ a female voice said in an angry tone. _"How dare you do that to me! Do you know how long it took me to get out of there?!"_ A girl walked into view. She was wearing a blue dress, long flowing gold hair and looked incredibly angry, a look that didn't fit her pretty features.

"_Sorry Maria,"_ the two boys said.

"Maria?" Sonic said to himself. He glanced over at Shadow. The shadow black and blood red hedgehog had the same cold mouth and uninterested eyes he always had when he wasn't fighting or angry. But a single tear still managed to make its way down his cheek.

"_That damage is going to cost a lot of money to fix," _the recorded Gerald told the two boys. _"Neither of you are leaving your rooms until we move to the next destination." _ Ansem and Ivo hung their heads in shame and were shepherded out by Maria. Gerald turned back to the camera, took a breath, let is out, sighed exasperatedly and turned the camera off.

There was near dead silence after that. Shadow, Espio and Leon seemed to be deep in thought and Sonic and Silver didn't dare break into the ebony hedgehog's thoughts for fear that whatever emotions he was feeling were released. Finally, Yuffie broke the void of sound. "So," she said slowly. "Who were they?" Leon was about to tell the mouse to stop talking, when Shadow answered.

"The one with the moustache was Dr Gerald Robotnic, the extraordinary scientist who was apparently researching the heartless." Yuffie nodded to show that she knew this. "The girl was Maria, his niece. I don't know why she was there. It must have been before my creation. The brown haired boy was Gerald's grandson, Ivo Robotnic, also known as Dr Eggman." Yuffie's eyes widened, as did everyone else's except Espio's. Not much surprised him.

"That was a young Eggman?!" Sonic nearly yelled. "When the hell was he that thin?!" Shadow sighed exasperatedly.

"Most kids don't look that much like what they grow up to be," he explained slowly. "Surely you knew Eggman's first name was Ivo!" Sonic shrugged.

"I never took any notice. I was too busy destroying whatever he created." Shadow didn't want to continue the pointless conversation, so he turned back to Yuffie.

"I don't know who the last boy was. I'd never heard his name before."

"Ansem," Leon said. Everyone turned to him. "I think it must be Ansem the Wise, the leader, ex-leader, of Hollow Bastion. The age fits, around sixty five. That must have been what he looked like before the animaloid virus. I knew he studied a bit with Dr Gerald, but I didn't know that he was friends with Eggman. Interesting."

"OK, so we know who they are, but what was Gerald talking about?" Silver queried. "He talked about some sort of old painting directing him to a glowing mass 'towards the Earth' or something. He said it had readings of unlimited power. Now I don't mean to be skeptical or anything, but if this Organization XIII had an object, possibly a weapon, of unlimited power, we screwed!"

"I wouldn't worry about it," Leon told him.

"Any why would that be Leon?" Yuffie said, going up into the brown lion's face. "Do you know something we don't? Huh? HUH?!" Leon pushed her out of his personal space as gently as he could.

"No Yuffie. I'm just reading the information." Yuffie's look said that she didn't understand. "Whatever this object of unlimited power is, it's obviously flawed." Yuffie's look remained, and the look seemed to also jump to Sonic and Silver. Before the inevitable 'huh?' came, Leon explained more. "If whatever it was were perfect, Gerald would have announced it to the public, most likely resulting in the things that he predicted. As none of these have happened, I'm guessing that whatever he found was flawed, fake or otherwise unusable."

"How the hell did you figure all of that out from one video when we couldn't?" Sonic asked, dumbstruck.

"I'm not going to even point out how stupid you sound asking that," Silver said.

"But you just did."

"Oh, right." Silver shut his mouth and stepped back.

"Let's try another file," Espio offered. "There's a lot of information to get through here." Everyone else nodded, and Espio hit the play button on the next video. Another picture of Gerald appeared in the same room as before, but something was wrong. There was no sound, and the picture wasn't moving.

"What's going on?"

"I don't know," Espio told whoever had asked. "The movie must not be working, or it's damaged or…" As he was talking, the picture began to change, pixel by pixel, until Gerald's face had changed into the dark hood and cloak of one of the heartless of Organization XIII. As the final square changed over, the characters voice blared through the speakers.

"My apologies," it said. The voice was high yet male, the same voice from Station Square. The leader! I!

"You!" Sonic yelled at the screen. "You're the one responsible for all this! Who are you?!"

"You are not authorized to view these files, so I must delete them. I hope there isn't a problem." He was both ignoring and mocking them. Giving a hollow laugh, he pressed a button below the camera. Instantly, all the documents in Gerald's file began to disappear.

"No!" Silver yelled, clamoring at the computer screen. "Nonononononononono! We need those!" The figure on the screen laughed again, no more heartily than the time before.

"I apologize for the inconvenience Silver. Consider it my compensation."

"Compensation?" Shadow asked. "Compensation for what?"

"For you surviving, of course," I said. "You were supposed to be eliminated in Station Square three weeks ago. I must say, transporting yourselves into the future to escape execution was a truly inspired choice of action. Not to mention self-centered. I never expected that you could do such a thing Sonic."

"It wasn't exactly planned," Sonic muttered. "But it doesn't matter now! Tails will be able to retrieve the files, not matter whether you've deleted them or not. That'll show you!" Sonic waited for the figure to reply, but the computer seemed to have frozen. The figure wasn't moving at all, he seemed to be just staring at the screen, at Sonic more specifically. Then, he began to laugh. Slowly, steadily, a true, bellowing laugh that moved from a small rumble to a full blown roar. I leant his head back and laughed like a maniac. "What's so funny?!" Like before, I ignored him and continued laughing. "What's so funny?!" I managed to get himself under control enough to splutter out a few words between bouts of laughter.

"Oh you idiot! You poor, sorry, gullible, foolish little hedgehog! Tails is…" I was cut off completely as Espio jumped through the holographic keyboard and sent his infected black arm into the computer screen, shorting it out instantly.

"Yuffie," Leon said softly to the nearly terrified girl. "We have to leave the room!"

"But, Sensei Espio!"

"Now!" The lion literally lifted the girl over his shoulder and quickly hurried her out of the room.

Espio was panting, sweat trickling down his face from rage as he crouched in front of the destroyed plasma screen. He was furious with everything: I, the world, the Organization, but most of all himself. And he was letting that rage out. He had let it come to this, and now he was going to have to face the consequences. He had to tell them. Sonic and Silver were behind him, looking worried for their friend. Shadow was waiting further back, knowing what Espio was about to do.

"I'm sorry, my friends," he whispered to no one. "I failed you again."

"Espio, are you all right?" Sonic asked.

"Sonic, I have to tell you something," the chameleon said without turning around.

"I can wait until we get that arm of your checked out. It's not safe! I'm sure Tails can come up with…"

"Don't you get it yet," Espio screamed as he jumped round. Tears had filled his eyes, streaming down his cheeks. "Tails isn't coming! None of them are!"

"What are you saying? You're not making sense Espio. Are you saying their captured or something?"

"No!" Espio was literally sobbing now. "They're beyond that now. I'm sorry Sonic."

"They're dead!"

**Am I an evil person for doing this to Sonic and the others? Probably. Don't hate me for what happens next, please. I had this ready nearly five days ago, but my internet cut out right before I was going to post it. Curses! Antares, now depressed with himself, out!**


	12. Chapter 12

"They're dead!"

Shadow stared at his two hedgehog companions as they heard what Espio said. Their initial reactions were exactly the same.

"What?!" Sonic and Silver both had mixed looks of surprise and horror on their faces. They glanced at each other. Sonic motioned for Silver to start off.

"But that's not possible!" Silver exclaimed. "They can't all be…" He stopped himself before he said 'dead', not wanting to put the word out.

"They can and they are!" Espio insisted sorrowfully. "There's no way around it."

"This is a joke," Sonic exclaimed. "This is some sick joke that been cooked up to spook us out." The cobalt hedgehog turned to Shadow, pointing at him accusingly. "You thought this up, didn't you? Didn't you!" Shadow considered knocking some sense into Sonic, but decided against it. No matter how annoying and unbelievably dull Sonic was, the stress of the situation allowed him some leeway. Some.

Instead of the usual cold or threatening answer that Shadow would have given, he instead answered softly, his voice without an edge. It was the closest he could get to sympathetic. "Sonic, calm yourself. This isn't a joke. I know this is hard to accept…" Sonic made a scoffing sound, right in the middle of Shadow's sentence.

"You know? What do you know you stupid grouch! You're still trying to play me like a fool! But the joke's on you now!" Sonic started a forced laugh, flat and false. It was a tragic sound.

"Listen to yourself!" Shadow yelled. "You know you're wrong! Why can't you understand that?!" Sonic ignored him, and just kept laughing even harder. "Sonic." The speed demon just kept blocking him out with his terrible laugh. "Damn it Sonic!" Shadow went back on his own word, coming up and punching Sonic in the chest hard enough to knock all the air out of him. Sonic crumpled over, his laugh replaced by a sort of croak. He made no attempt to get up. Shadow felt a pang of guilt at doing what he had to Sonic. He remembered how he'd first reacted when he'd heard that Maria was dead. He'd cried until his tear ducts were empty, and after that he'd tried his very best to destroy every living thing he saw, so that nothing could ever feel the sadness that he did. Or had it been so that nothing could feel better than he did?

Silver had been standing stock still the entire time, staring straight at Espio, completely frozen. His jaw was slack as his mind tried to comprehend what it was feeling. It kept jumping between anger, sorrow, and disbelief. Finally it decided to settle on stunned. And now that it had, there was one question he needed to ask.

"All of them?" Shadow and Espio turned to him, their attention previously focused on Sonic. They glanced quickly at each other, both seeming hesitant to answer. Espio took the bat.

"Yes Silver. Everyone. Including Blaze." The white hedgehog's entire body shivered, as if it was trying to fight off what it had just heard like a virus. It couldn't be happening! Not to him! Not again!

"No," he whispered, because that was all his brain was screaming at him. Tears welled in his eyes, overflowing down his cheeks in torrents. Misery took control of his limbs, and his knees failed him, his hands gripping his head as if he could tear his thoughts out of his mind, forcing them not to be true. "Please," he sobbed, to any higher power if they existed. "Not her! Not again! Please, don't let me have failed her again!" His fists pounded the ground, bruising the knuckles. "Don't let me have killed her again!"

He felt someone shaking him, and he looked up at Shadow's face, blurred by his tears. "It's can't be your fault!" he heard him say, as if from a long way off. His voice had more compassion than it had with Sonic, like a normal person. Did he really look that pitiful to break even Shadow's spirit? "You weren't even here, you couldn't have done anything." Silver began shaking his head in the black hedgehog's hands.

"Yes it is," he said with conviction. "It is!"

"Why?"

"I…" Silver shuddered as a new wave of tears flowed through him, cutting him off. "It's my fault she was even here!" he half cried, half yelled. "She didn't want to come on this holiday. Said she had some royal business to take care of and didn't have time to spare. But…but I pleaded with her. I basically begged her to come. And she did, just to make me happy. And because she came with me, she's dead. She dead because of me, just like Iblis!" He was remembering the Soleanna incident, and the Iblis future. In this future, Silver's world was engulfed by a monstrous magma half god called Iblis. He and Blaze had gone back to the past to erase the Iblis trigger, the one who had released the burning atrocity. A being called Mephiles had told them this was Sonic, and Silver had tried to kill the supersonic hero multiple times, nearly succeeding before they found out that killing Sonic was what would trigger the spirit of Iblis, trapped inside the soul of a human girl called Elise. As it turned out, Mephiles was Iblis' mind and will, and he wished to release him from Elise so that he could bond with him and inevitably destroy all time. In his future, Silver tried to seal Iblis inside himself so that the creature could be contained. But his soul couldn't hold the flame of disaster, and because her soul could, Blaze sealed the flame inside herself and her body disintegrated as a result. In the end, the combined Mephiles and Iblis were wiped from all time and the events were rendered inexistent, meaning that Blaze survived. Even so, Silver still blamed his own weakness for the pain Blaze had felt. And now it was happening all over again.

Shadow, unable to find any way to console his friend, stepped back. Silver curled up weakly, sobbing desolately into the floor. The ebony hedgehog turned to Espio, who was staring dejectedly at the two pitiful forms of Sonic and Silver.

"Do you see now?" the ninja whispered sadly. "Do you see why I didn't want to rip away their ignorance?"

"It was unavoidable," Shadow muttered.

"Unavoidable?!" Espio yelled. "That's all you can say! Completely shattering their souls beyond repair was unavoidable?!"

"Yes, and stop deluding yourself that it wasn't! Facts are facts. This is reality Espio, not a fairytale where everyone ends up happy! Live with it!"

"When?" Shadow and Espio turned at the sound of Sonic's voice. His voice sounded empty, like the emotions had been stripped away to leave only the bare core. Shadow also noticed that Sonic's fur looked like a cloud had passed over its usual blue. Not a good sign. Sonic had a tendency to loose control of his emotions under stress, allowing his suppressed darkness take control, releasing an incredible powerful anti-Sonic. Dark Sonic. Based of recent events, Shadow was struck with the thought of how similar Dark Sonic was to the heartless, drawing immense and uncontrollable power from darkness. Was it possible that the two were related? "When did it happen?"

"Right after you left," Espio told him. "The chaos attack you three did destroyed the first Darkside, the giant heartless, but the Superior just came back and summoned another one. Without the chaos emeralds you three took with you, it was undefeatable. The heartless took Knuckles and Vector within seconds, Amy and Blaze followed after they tried to suppress it. Cream and I managed to evacuate half of the city, but then Cream was taken when Leon and Cid came to pick us up. It was such a close thing. She was so close, she…" Espio trailed off forlornly.

"You coward!" Espio's neck nearly snapped at how fast his head came up.

"What did you say?!"

"You heard me!" Sonic spat. "You're a coward! You let everyone else die, while you were safe 'evacuating' the city! Where are all those people you saved now?" Espio clenched his fists so tight trying to maintain his composure that the bones showed through his gloves. The entire population of Station Square had been ambushed shortly after they'd escaped. There were no survivors. Espio knew that blaming others was Sonic's last resort to maintain his sanity in a situation like this and he tried to keep in mind how bad Sonic was feeling. He'd already questioned his motives about what had happened during the attack on Station Square, and Sonic pointing out his own fears didn't help. On top of that, he was starting to feel sort of fuzzy. The corners of his vision were sort of blurry, like a curtain was closing. What could that mean?

"Sonic, calm yourself. You know this isn't Espio's fault." Shadow was trying to reason with the rapidly deteriorating Sonic, but the speed demon wasn't listening.

"I don't give a damn Shadow. Someone's going to get blamed for this, and he's the best fit."

"That isn't logical."

"Screw you!" A dark aura was surrounding Sonic, and his fur had gone nearly pitch black. Sonic pushed Shadow aside and attacked Espio. Knocking Shadow back at all usually took the strength of large construction machines, so Dark Sonic thought Espio was going to be easy. In this form, he was nearly as strong as he was as Super Sonic, relying on darkness to fuel him instead of chaos energy. And in a soul as bright as Sonic's the suppressed darkness had phenomenal power. But as he tried to punch Espio, the chameleon caught his blow easily in his black right hand. Dark Sonic was momentarily stunned that something had stopped him, and even more stunned when Espio slammed his dark palm into Sonic's forehead. The jet black hedgehog was thrown back into one of the walls, knocking him unconscious instantly.

Shadow groaned as he pulled himself up off the floor. He'd forgotten how strong Sonic got when he went dark, or how much getting his ass handed to him in a fight hurt. He looked up, expecting to have to stop Sonic from doing something stupid, but instead he say Sonic unconscious against the wall and Espio standing where he'd been before, breathing heavily and gripping his infected arm. "What did you do?"

"I don't know, and that's what scares me." At that moment Leon broke down the door with his gunblade raised. Yuffie flipped in over his head, her shuriken ready to strike. The two noticed Sonic, his fur still darker than normal, and nearly blew their lids.

"Heartless!" Leon leveled his gunblade at the unconscious figure before Espio stepped in his way. Likewise, Shadow stopped Yuffie from causing Sonic any arm as gently as he could which, quite frankly, involved holding her arms up over her head in a master lock.

"It's OK! It's just Sonic."

"That's Sonic?" Yuffie said disbelievingly. She squirmed a bit in Shadow's hold, but the crimson streaked hedgehog was far too strong.

Leon lowered his weapon slightly, but still didn't look convinced. "Are you sure he hasn't…, you know?" Espio nodded.

"He's gone into this state before. It's completely reversible, and not related to the heartless." Espio thought for a second. No, that wasn't exactly true. At least, he couldn't be certain it was true. There were many technical links between Dark Sonic and the general consensus they had about heartless. It was possible that the two were linked. But that was a debate for another time.

Leon lowered his gun/sword hybrid completely, slinging it over his back. Yuffie followed suit, dropping her shuriken to the ground with a clang. Shadow obliged by releasing her from his grip. The black mouse made a face in Shadow's general direction. Then she finally noticed Silver's crumpled, crying form over in the centre of the room, with his long cloak swirled round him like folded wings. "What's wrong with him?"

Espio glanced quickly in the psychic's direction. "Don't worry," he said, with a hint of sadness. "It's the better outcome."

"Better than what?"

"You two tell me. You're the one's who assured me it was." Yuffie's eyes widened in recognition as she realized what had happened in the room, and why the two hedgehogs seemed to be having mental breakdowns.

"You told them?" Espio nodded forlornly. Not wanting to dwell on the matter, Espio put up a façade of unattachment.

"Get these two moving. We need to get going before heartless start swarming this area."

Moving the hedgehog's was easier said than done. It took a good ten minutes of stuffing smelling salts from Espio's utility belt in Sonic's face before he woke up. Once he did, drugged and delusional as he was, remnants of Dark Sonic were still hanging around him, making him unsocial and ill-tempered. Silver was a different matter. He seemed to have sunk so deep into his own sorrow that he couldn't hear anything going on around him, probably why he hadn't reacted to the slamming door or the sound of Sonic hitting the wall. All attempts to snap him out of it, from Espio's rational reasoning to the yelling an agitated Sonic, were pointless. Eventually Leon and Shadow volunteered to carry him back to the _Highwind_. It was a sad and sorry party that left the premises of the deceased Dr Ivo Robotnic, nothing like the enthusiastic members that had dived in from the sky less than two hours earlier. Cid had landed the giant airship in the nearest clear area that he could, and was waiting for them at the open cargo bay.

"What'd you find?" he asked Sonic, the first to arrive. The midnight blue hedgehog gave no reply besides a rough grunt and pushed past the raccoon. "Jeez, what wrong with you, hotshot?" Sonic made no verbal answer, but he did rip one of the metal side panels on the airship's corridor and pegged it back at Cid. The throw was off by a good meter, embedding the mutilated metal square deep in the hanger wall. Cid dived for cover, but Sonic had lost interest in the old animaloid and walked into the room he'd been assigned when Cid had first shown him round the ship.

"Don't mind him," Espio said as he passed. "He's had a bad day."

"No kidding!" Leon and Shadow passed, Silver hanging limply between them. Cid was going to ask what had happened, but thought better of it. If Silver was as angry as Sonic, let's just say he didn't want to lose any of his anatomy. Silver was a far better shot than Sonic. Leon and Shadow carried Silver to his room, placed him on his bed, and left.

Sonic's room was very plain, just a bed, a cupboard and a mirror, plus some directions in case the airship caught fire. All it said was that the balloon's gas would explode violently if even the slightest spark touched it, so by the time you realized there was a fire, it would be too late. A small gun and directions on how to fire it at your own head in the most painless way was placed below. In his rage Sonic had already torn half the bed apart, leaving just the mattress, shattered the mirror and splintered the cupboard. Sonic was lying on his bed, or what remained of it, thinking. Well, he was more jumping to conclusions while ripping the bed frame apart and throwing the parts at the wall.

_"So everyone's dead,"_ he thought. The idea no longer scared him as it had. The dark part of him had accepted the fact, even if normal Sonic couldn't. _"It's a pity. There was so much left to do. Will I miss them? Probably. I guess I'll miss listening to Vector talk about his crazed get rich quick scheme. That croc only ever had one thing on his mind. He'd never have even made the money he had in that detectives business if it wasn't for Espio though. And Cream trying to convince me that hurting Eggman isn't the best way to take care of him. She always thought she'd be able to talk some sense into that old man. Maybe she could have, eventually, given the chance. And yeah, I'll miss messing with Knuckles' head. That old gullible fool never could keep his temper down. It was always either 'those are my emeralds' or 'you crashed Angel Island' or 'I'm going to kill you Sonic!' Hehe, stupid old Knuckles. But he was always a good friend. And I will miss Blaze, even if she was way too uptight. I guess having the constant knowledge that you have to run a country will do that. Silver was the only real way she ever had any fun. And she was the only way Silver managed to accomplish anything. They make the perfect couple, even if neither of them realizes it." _Unbeknown to him, Sonic's fur was beginning to return to its usual cobalt blue as the memories of his friends extinguished his anger. _"What about Rouge? Well, I definitely won't miss her attitude, or any conversation I ever had with her. Not that any of them didn't end in her trying to knock my head off! But I think I'll miss…oh damn it! The only thing I will miss about her is that she stopped Shadow from spending all his time alone. If he did, I recon I'd be dead by now. But I'll definitely miss Amy. Her face, her eyes, heck I'll even miss her chasing me! The smile she had whenever she caught me, man that was beautiful. I never did let myself see that enough, and now I never will again."_ A few tears ran down his nearly normal blue face fur. _"And then there's Tails. Tails…"_ Half a second of thinking about the young, joyful, genius kitsune erased all the good rationalizing his other friend's lives had done instantly. _"He had so much to live for, so much promise. He was going to do so much when he grew up!" _Sonic's fur went as black as the night's shadows, and his pupils disappeared, leaving only the whites of the tortured hedgehog's eyes. His body writhed as more darkness then it had ever endured before flowed into it. _"Everyone I've ever known is dead. Anyone I've seen in the streets, met in a town, adventured with, fought besides, against and for. All their dreams, their ambitions, their ideas, all gone! Damn whoever did this! Damn them to hell! No, damn them to meet me! Then I'll show them what I do to those who harm my friends. Wait, I know who's done this! Organization XIII. I'm going to kill them all, one by one. Then I'll find the Superior, I'll pull off that stupid hood of his and make him stare into my eyes. Make him stare into my eyes and see that I will show him no mercy. And I'll rip his throat out with my bare hands. I'm going to find them, and when I do I'll make them pay for all of this!_

Cid managed to catch Espio as he was walking around the ship. The ninja hadn't stopped pacing since he'd gotten back onboard. Cid had known Espio long enough to see when he was trying to avoid him, or anyone else. He'd just keep moving, never staying in one place, just like his training had taught him. If you stayed in one place for too long, people began to lock your position in their mind and went there to find you later. If you kept moving, no one ever found you unless they tried. Espio did it subconsciously, because if he was trying to hide then he'd simply make himself invisible. Once he did that, you never found him.

"Hey Espio!" Espio started, as if he'd been torn out of deep thought. It was obviously a subject that troubled him otherwise he would have noticed Cid behind him.

"Hmm?"

"What happened down WOAH!" Cid noticed for the first time the massive black swelling on Espio's arm. "What the blazes is that?!"

Espio glanced down at his infection with disinterest. "IX cut my hand and I had to restrict the resulting change before it hit my heart. Nothing major."

"Nothing major?! That thing could kill you!"

"Wouldn't that be sad. I join all those others who have deteriorated into the darkness of their souls. Would it make that much of a difference?"

"Espio stop talking like that! It's not like you!"

"I mean, what are we really achieving by staying alive? Are we just prolonging the inevitable? What can we accomplish, really? There's no known cure to being a heartless, no way to stop their spreading, nothing we can do." Cid began backing away from his ranting friend, scared by Espio's submissive and hopeless attitude presented in such a calm way. "Maybe the best course of action would be to just give in to the darkness." Cid stopped moving completely, his toothpick dropping from his shocked lips.

"You've lost it," he concluded. "You've finally lost it." Espio shook his head.

"I've just seen the truth."

"Truth my ass! Yere giving up! Maybe I'll just knock some sense into you." Cid made a wide swing at Espio. The chameleon swayed, dodging the punch easily.

_Bang!_

His right arm shot out at the brown raccoon to strike him down. Had his arm been in the centre of Espio's body, it would have hit him too, but it wasn't. It was his arm after all. But whatever possessed Espio's limb didn't realize this, and the punch missed to the right, denting the wall. Cid was stunned at the sheer power, and Espio looked about the same.

"This is getting out of hand," he whispered.

"Damn straight!" Espio removed his offending fist from the wall, and run away. Cid let out a breath he didn't realizing he'd been holding. Two minutes ago he trusted Espio with his life. On his word, he would have marched to hell's gate for nothing more than a hunch. But just then, he'd seen something. Another side. And now, he wasn't so sure. Now…

_Bang!_

"Damn it Espio! Stop mutilating my ship!" The ninja/detective was already running round the corner towards him. Cid put up his hands to protect himself, but Espio made no attempt to attack him, stopping right in front of him.

"That wasn't me."

"Well it sure as hell wasn't me!" Cid pointed to the mark Espio had made a few seconds earlier. You don't see another one of these, do ya?

_Bang!_

"Then wh…" Espio and Cid both came to the same conclusion right then.

"Sonic!" They began sprinting before they'd even finished speaking, through the airship's twists and turns towards the living quarters.

When they got there, Shadow, Leon and Yuffie were already standing outside Sonic's door. Leon and Yuffie were sweating a bit, but were otherwise completely fit, unlike Cid who came in panting like a bulldog.

"I've…gotta…get back…inta shape," he gasped.

"Damn straight!" Yuffie said in a perfect imitation of Cid's own exclamation. No one laughed. "Sorry. Couldn't resist." Espio put his finger to his lips, the universal sign to shut up. Pointing to the door, he raised three fingers to Shadow and Leon. Both GUN members nodded, Leon pulling his gunblade off his back. Espio put up two fingers. The three of them stepped back. One finger. As one, they charged at the door, shoulder charging it down. As they fell through they all fell into different fighting stances: Leon stood straight with his firearm straight down the middle of his body, Shadow fell low and summoned _Oblivion_ in his left hand, holding it at his waist ready for a quick horizontal attack, Espio jumped and stuck to the wall with one hand, the other holding his shuriken between two fingers and his forearm covering his face. The warriors looked over the room methodically. It looked like a bomb had hit it, pieces of the bed and cupboard littering the floor everywhere. The small mirror that had hung in the corner was now a pile of glass slivers. And in the centre of it all was what remained of the mattress…

…with Sonic lying flat on it.

The hedgehog was his normal blue self, but paler, like he was sick. His quills, jeans and jacket were soaked with sweat. His fists and eyes were clenched closed. He looked haggard and worse for wear. But there was no sign on him or the room that he had been the one who'd made the noise.

Sonic opened one eye a crack, looking over at the uninvited guests in his room. "Hey guys," he muttered in his normal voice. "Wussup."

"Did you hear a loud noise?" Shadow asked. Sonic nodded, and jabbed his thumb over his head.

"Yeah. Broke into my trail of thought. Good thing too; I was this close to going completely dark." Shadow was already out the door, running towards the last possible place the sound could have come from.

Silver's room.

Without waiting for any of the others, Shadow barged through the door. The room was like a hurricane, everything blowing round the room like some insane deity was throwing them all at once. The cupboard had shattered against a wall, now going round in deadly pieces. There was a giant hole in the floor where the bed used to be, going through three levels out towards the ground.

And Silver was gone.

**I had a little trouble writing a mental breakdown, both knowing if I did it right and just bringing myself to do it. If anyone does know how it was supposed to sound, tell me how I did. Hope you all like it! Antares out!**


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